Integrated electronic credit application, contracting and securitization system and method

ABSTRACT

The present invention is an integrated electronic credit application, contracting, and securitization system and method. In one embodiment, the present invention comprises the following integrated components: a Credit Application Module, an eContracting Module and an eDocument Storage Module. Together the components enable “paper-lese” commercial transactions.

CROSS-REFERENCE TO RELATED APPLICATIONS

This application claims the benefit of priority to U.S. Application No.60/491,621, filed Jul. 31, 2003, the entire disclosure of which ishereby incorporated by reference as if set forth at length herein.

FIELD OF THE INVENTION

The present invention (also referred to as DealerTrack™, or theDealerTrack™ system/method/product) generally relates to creditapplication processing and more specifically to an integrated electroniccredit application, contracting and securitization system, process,apparatus and article of manufacture, particularly suitable for theautomotive industry.

COPYRIGHT/TRADEMARK STATEMENT

At least a portion of the disclosure of this document may containmaterial, which is subject to copyright/trademark protection. Thecopyright/trademark owner has no objection to the facsimile reproductionby anyone of the patent document or the patent disclosure, as it appearsin the Patent and Trademark Office patent file or records, but otherwisereserves all copyright/trademark rights whatsoever.

BRIEF DESCRIPTION OF THE DRAWINGS

The FIGS. 1-59 herein depict exemplary embodiments of the presentinvention constructed in accordance with the teachings expressed herein.

DESCRIPTION OF THE INVENTION

Aspects, features and advantages of the present invention will becomebetter understood with regard to the accompanying description withreference to the drawing figures. What follows are one or moreembodiments of the present invention. It should be apparent to thoseskilled in the art that those embodiments provided herein areillustrative only and not limiting, having been presented by way ofexample only. All the features disclosed in this description may bereplaced by alternative features serving the same purpose, andequivalents or similar purpose, unless expressly stated otherwise.Therefore, numerous other embodiments of the modifications thereof arecontemplated as falling within the scope of the present invention asdefined herein and equivalents thereto. Use of absolute terms, such as“will not,” “will,” “shall,” “shall not,” “must,” and “must not,” arenot meant to limit the present invention as the embodiments disclosedherein are merely exemplary.

The present invention is an integrated electronic credit application,contracting and securitization system, process, apparatus and article ofmanufacture, suitable for the automotive industry. In one embodiment,the present invention comprises the following integrated components: aCredit Application Module, an eContracting Module and an eDocumentStorage Module.

Credit Application Module—Overview

The Credit Application Module is “a centralized credit application entryand routing system which accepts applications from, for example,automotive dealerships, electronically and selectively forwards them tofunding sources, including funding sources having computerized creditapplication systems.” Exemplary embodiments of the Credit ApplicationModule are set forth in U.S. Pat. No. 5,878,403, which is incorporatedherein by reference. Selected information acquired and generated by theCredit Application Module, including for example, customer information,lending/funding decision, etc, is then used as input to the eContractingModule.

eContracting Module—Overview

The eContracting Module is an electronic contracting and same dayfunding system which electronically transmits contract information tofinancing sources. Details of exemplary embodiments of the eContractingModule are provided in the section entitled: “eContracting FunctionalRequirements”.

eDocument Storage Module—Overview

The eDocument Storage Module “implements digital encryption for theelectronic transmission, storage and retrieval of authenticateddocuments and that enables the establishment of the identity of theoriginator of an electronic document and of the integrity of theinformation contained in such a document. Together these provideirrevocable proof of authenticity of the document. The system and methodof the present invention provides for “paper-less” commercialtransactions.

After an eContract is created and signed it is deposited, along with anyother ancillary documents/information, into a “Vault” and anauthoritative copy of the eContract is designated. An “Ownership Record”is created listing the dealer and/or the financing source as theowner/control party.

Details of exemplary embodiments of the eDocument Storage Module areprovided in the section entitled: “Securitization Vault, FunctionalRequirements”.

Additional details of exemplary embodiments of the eDocument StorageModule are set forth in U.S. Pat. Nos. 5,615,268, 5,748,738, 6,237,096and 6,367,013, Publication Nos. 2001/00002485 and 2002/0184217, each ofwhich is incorporated herein by reference.

Operational Flow

Exemplary operational flows of the overall system and method inaccordance with the present invention are shown by FIGS. 34-39 entitled“Master eContracting Flow Chart”.

Appendix—Additional Information

Additional aspects, features and advantages of the present invention isprovided in the section entitled: “Electronic Contracting andSecuritization for the Automotive Finance Industry, Overview” supplantedwith FIGS. 40-59.

eContracting Functional Requirements

eContracting Functional Overview

-   -   DealerTrack will provide the dealers approved for eContracting:        -   An eContract data entry screen prefilled with customer,            vehicle and financial data from lender approved or            counter-offered retail applications.            -   Spot Delivery Phase I:                -   The Data Entry Screen will be prefilled with                    available data from a pending application.            -   Spot Delivery Phase II:                -   The Data Entry Screen will be prefilled with                    available data from a pulled Credit Bureau in the                    Spot Delivery process.                -   The Data Entry Screen will not be prefilled if the                    dealer accesses the screen from the “Submit                    Application/eContract” submenu in the Spot Delivery                    process.        -   An electronic version of standardized retail installment            contracts approved by the lender and completely filled out            with the applicable contract data.            -   In those states that require a Spanish language version                of the Retail Installment contract, DealerTrack will                provide this onsite within Docs & Forms and onscreen                within the eContracting function.            -   The contract PDF will contain a DealerTrack created                reference number in the footer of the document which                will tie into the reference number used on the Signature                Pad LCD screen verbiage.        -   A bar-coded fax cover sheet itemizing ancillary            documentation to be faxed to the lender for matching            purposes.            -   The bar-code will be created using the lender APS #. The                bar-code criteria will be sent to the lender within the                XML data stream when the signed eContract is sent for                funding review.            -   The fax cover sheet will be separate from the eContract                PDF for printing purposes.        -   Signature pads and related software to obtain eSignatures.    -   Via DealerTrack, the lender will provide:        -   Their dealers with verified contract data including a lender            calculated APR, Monthly Payment, Total of Payments, and            Finance Charge (applicable if the lender participates in            data verification).        -   DealerTrack with bar code criteria (APS #) at the time of            application submittal that will be used on the DealerTrack            fax cover sheet to match the imaged eContract residing on            the lenders imaging system to dealer faxed ancillary            documentation.        -   Required ancillary documentation requirements, including            stipulations, for the fax cover sheet at the time of Credit            Approval or Counter-offer.    -   DealerTrack will provide the lender:        -   The ability to confirm contract data prior to receipt of the            signed retail installment eContract (applicable if the            lender participates in data verification and the dealer has            not elected to spot deliver the customer).        -   A signature bound PDF version of the completed retail            installment eContract to be saved in the lenders imaging            system.        -   The ability to match dealer faxed ancillary documentation            with the eContract residing on the lenders imaging system by            referencing the bar-coded fax cover sheet.            eContracting Functional Detail            Accessing the eContract Data Entry Screen

Access to the Data Entry Screen will be available in the following 4manners:

-   -   1. Approved/Counter Offered Applications.    -   2. Spot Phase I—Pending Applications.    -   3. Spot Phase II—Credit Bureau Summary/Detail.    -   4. Spot Phase II—Submit Application/eContract        Approved/Counter-Offered Applications

Dealers will access the eContract Data Entry screen via an Approved orCounter-offered Application Status Detail screen. The Application StatusDetail screen will present the dealer with the option to “BegineContract Data Entry” (FIG. 1). The button, along with all otherfunctional buttons (“Comments to Credit Analyst”, “Add Co-Applicant”,“Submit to Other Lenders”) will be removed once an eContract Data Entryscreen has been saved or submitted to any eContract participating lenderfor verification (if applicable) or a paper contract is in house. Inplace of these buttons will be a notice indicating that there is anexisting eContract in progress; “The eContracting process for thiscustomer has already begun. Select ‘Continue’ to access this deal”.DealerTrack will provide the dealer with a link that will take thedealer to the appropriate eContract location relating to that deal.“Begin eContract Data Entry”, along with all other functional buttons(“Comments to Credit Analyst”, “Add Co-Applicant”, “Submit to OtherLenders”), will reappear if the dealer chooses to cancel theeContracting process. “Begin eContracting Data Entry” will only beavailable until the credit approval expires (Lender to send indicator ofexpiration). Note: Lenders will have the ability to indicate if acustomer is not eligible for eContracting, DealerTrack will display thefollowing message in place of the “Begin eContract Data Entry”; “Thiscredit approval/counter-offer is not eligible for the eContractingprocess. Please follow (lender's name) standard paper process tocontract this deal” (FIG. 2).

Button Functionality:

-   -   Begin eContract Data Entry: DealerTrack will present the dealer        with the eContract Data Entry screen prefilled with available        application data.        Accessing the eContract Data Entry Screen—Spot Delivery

Approved dealer users will have the ability to access the eContract Dataentry screen through the Spot Delivery process in three ways:

-   -   1. Phase I—Pending Applications.    -   2. Phase II—Using DealerTrack's credit bureau functionality.    -   3. Phase II—From Submit An Application/eContract screen.        Pending Applications (Spot Delivery—Phase I)

Dealers will access the eContract Data Entry screen via a Pending (FIG.3) or Approved/Counter-offered (FIG. 4) Application Status Detailscreen. The Pending Application Status Detail screen will present thedealer with the option to “Spot This Vehicle”, and theApproved/Counter-offered Application Status Detail screen will presentthe dealer with option II “Bypass Verification”. The button, along withall other functional buttons (“Comments to Credit Analyst”, “AddCo-Applicant”, “Submit to Other Lenders”) will be removed once aneContract Data Entry screen has been saved or submitted to any eContractparticipating lender for verification (if applicable) or a contract forthat customer is in any contract status, eContracting or paper. In placeof these buttons will be a notice indicating that there is an existingeContract in progress; “The eContracting process for this customer hasalready begun. Select ‘Continue’ to access this deal.”DealerTrack willprovide the dealer with a link that will take the dealer to theappropriate eContract location relating to that deal. “Begin eContractData Entry”, along with all other functional buttons (“Comments toCredit Analyst”, “Add Co-Applicant”, “Submit to Other Lenders”), willreappear if the dealer chooses to cancel the eContracting process.

Button Functionality:

-   -   Spot This Vehicle: DealerTrack will present the dealer with the        eContract Data Entry screen prefilled with available application        data.        Button Functionality:

Bypass Verification: DealerTrack will present the dealer with theeContract Data Entry screen prefilled with available application data.

Credit Bureau Summary/Detail (Spot Delivery—Phase II)

Dealers will access the Submit An Application/eContract screen from theCredit Bureau Summary (FIG. 5) or Credit Bureau Detail screens. Once theselection has been made, the dealer will be presented with the SubmitApplication/eContract screen. Note that the button “PrefillApplication/eContract” will only appear for those dealers enrolled ineContracting and users who have Spot permission.

Radio Button Functionality:

-   -   Equifax: Will prefill the Application/eContract Data Entry        screen with Equifax data if “Prefill Application/eContract”        button selected.    -   Experian: Will prefill the Application/eContract Data Entry        screen with Experian data if “Prefill Application/eContract”        button selected.    -   TransUnion: Will prefill the Application/eContract Data Entry        screen with TransUnion data if “Prefill Application/eContract”        button selected.    -   Update Application/eContract with customer data only: Will        prefill the Application/eContract Data Entry screen with        customer data only if “Prefill Application/eContract” button        selected.        Action Button Functionality:    -   Prefill Application/eContract: Will present the dealer with the        Submit Application/eContract screen (FIG. 6).        Submit Application/eContract (Spot Delivery—Phase II)

Dealers will access the eContract Data Entry screen via the SubmitApplication/eContract submenu (FIG. 6). This option will only appear forthose dealers active in eContracting and users that have Spot Deliverypermission. The Submit Application/eContract screen will give the dealerthe ability to provide vehicle, product, trade-in, and deal type data.Note: this screen is also accessed from a pulled Credit Bureau where thedealer has selected the “Prefill Application/eContract” button.

Radio Button Functionality:

-   -   Select a Vehicle Type: Will enable DealerTrack to present the        Dealer with the required Contract Data Entry screen.        -   New Vehicle        -   Used Vehicle        -   Demo    -   Select a Product Type: Will enable DealerTrack to present the        dealer with the required Contract Data Entry screen.        -   Retail        -   Lease—not currently available. DealerTrack will present the            dealer with a pop-up indicating “eContracting is not            currently available for Lease products”.        -   Balloon—not currently available. DealerTrack will present            the dealer with a pop-up indicating “eContracting is not            currently available for Balloon products”.    -   Trade-in: Will enable DealerTrack to present the dealer with the        required Contract Data Entry screen.        -   Yes        -   No    -   Request Application or eContract: Will enable DealerTrack to        present the dealer with the required Application or Contract        Data Entry screen.        -   Application—Will bring the dealer to the Application Data            Entry screen.        -   eContract—Will bring the dealer to the eContract Data Entry            screen.            Button Functionality:    -   Individual: DealerTrack will present an Application or Contract        Data Entry screen applicable to an individual.    -   Joint: DealerTrack will present an Application or Contract Data        Entry screen applicable to a buyer and co-buyer.    -   Business: DealerTrack will present an Application or Contract        Data Entry screen applicable to a business.    -   Business with Co-Applicant: DealerTrack will present an        Application or Contract Data Entry screen applicable to a        business with co-applicant.        eContracting Data Entry Screen Functionality    -   Access to the eContract Data Entry screen will be given in the        following manners (previously described):        -   Approved/Counter-offered applications        -   Pending applications (Spot Phase I)        -   Credit Bureau Summary/Detail (Spot Phase II)        -   Submit Application/eContract) (Spot Phase II)    -   DealerTrack will present the eContract Data Entry screen. The        appropriate contract data fields will be displayed. Available        data from the Approved, Counter-offered or Pending application        (if applicable) will prefill the appropriate data fields.        -   Note: If the dealer has accessed the Data Entry screen from            a pulled Credit Bureau, the applicable data will be            prefilled. If the dealer is accessing the Data Entry Screen            without any previous data being obtained (Submit            Application/eContract) the screen will be empty of data.    -   DealerTrack will place the cursor at the first required data        entry field in which data has not yet been obtained.    -   The dealer will complete the remaining required data entry        fields along with any customer requested options using the tab        function or clicking in the appropriate field.    -   Upon completion of the eContract Data Entry screen, the dealer        will submit this data to DealerTrack in the following manners:        -   If the lender participates in data verification, the dealer            will click “Submit to Lender for Verification” (FIG. 7).        -   If the lender does not participate in data verification or            the dealer has elected to use Spot Delivery functionality,            the dealer will click “Continue” (FIG. 11).            -   *Note: The dealer will have the following additional                options available on the eContract Data Entry screen:                -   Save the data and return to the contract status                    screen. When the dealer reenters the deal via the                    Contract Status Detail screen, he will be returned                    to the eContracting Data Entry screen via the button                    “Continue eContract”. The eContract Data Entry                    screen will retain the saved data.                -   Cancel—Pop-up box: “Canceling will delete all                    eContract information and return you to Application                    Status. Are you sure this is what you want to do?                    Yes/No”. If the dealer accepts, return to the                    Application Status screen. Begin eContract Data                    Entry functional button, along with all other                    functional buttons (“Comments to Credit Analyst”,                    “Add Co-Applicant”, “Submit to Other Lenders”), will                    reappear in the Application Status Detail screen.                    DealerTrack will message the lender advising that                    the dealer wishes to cancel the eContracting                    process.                -   Reset the data to the most current approved,                    counter-offered or data entered (Spot Delivery)                    application information.    -   DealerTrack will scan the data for “web edit” errors.        DealerTrack Web Edits/Standard Edits

-   “Web edits” or “Standard Edits” reside on the DealerTrack system and    will alert the dealer to specific errors identified by the system.    -   DealerTrack web edits:        -   Required Co-Signor Notice input from the dealer:            -   “Lender requires any Buyer that is not going to be                listed as an owner on the vehicle's title to sign a                Co-Signor Notice. Are both individuals on the retail                installment contract listed as owners of the vehicle on                the title?”                -   Yes                -    In the case of an individual or business loan with                    a personal guarantor the answer will be defaulted to                    “Yes” and all other options will be locked.                -   No, Buyer not listed.                -    Will require the Buyer to sign the Co-Signor                    Notice.                -   No, Co-Buyer not listed.                -    Will require the Co-Buyer to sign the Co-Signor                    Notice.            -   Confirmations that all required data entry fields have                been completed.            -   The First Payment Date is between 19-51 days of the Note                Date.            -   MSRP will be required on new vehicles.            -   States in which GAP is offered:                -   GAP will be hard-coded in the second “For” field.                -   The “To” field will incorporate a drop-down box that                    is prefilled with the following:                -    “(Lender Name)—Paid in Financing” (if                    applicable)—Will require the dealer to complete a                    GAP Waiver Form.                -    The dealer will be required to enter the purchase                    amount of GAP in the Financing Information section.                -    Provider (Lender Name—if applicable) and cost will                    prefill in “Provider” and “Cost” fields within the                    Warranty/Credit Insurance section.                -    The “Term” field of the GAP within the                    Warranty/Credit Insurance section will prefill with                    the term of the contract. It will be editable to the                    dealer.                -    “(Lender Name)—Paid in Cash”—Will require the                    dealer the complete a GAP Waiver form.                -    The purchase amount in the Financing Information                    section will be locked.                -    Provider (Lender Name—if applicable) will prefill                    in the “Provider” field within the Warranty/Credit                    Insurance section.                -    The “Term” field will prefill with the term of the                    contract. It will be editable to the dealer. The                    dealer will be required to complete the “Cost” field                    of the GAP within the Warranty/Credit Insurance                    section.                -    “Other—Included in Financing”                -    The dealer will be required to enter the purchase                    amount of GAP in the Financing Information section.                -    The dealer will be required to complete the                    “Provider” field and DealerTrack will prefill the                    “Term” field with the term of the contract within                    the Warranty/Credit Insurance section. This field                    will be editable to the dealer.                -    “Other—Paid in Cash”                -    The purchase amount in the Financing Information                    section will be locked.                -    The dealer will be required to enter the “Provider”                    and “Cost” fields of the GAP within the                    Warranty/Credit Insurance section. DealerTrack will                    prefill the “Term” field with the term of the                    contract. This field will be editable to the dealer.            -   Negative Equity will be reflected in the 4^(th) To/For                field in the financing section.                -   The dealer will be required to enter the lenders                    name in the “To” field.                -   “For” will prefill with “Prior Lease/Loan Balance”                    calculated by DealerTrack.                -   The amount will prefill with the negative equity                    amount figured in the “Trade-in” section of “Vehicle                    Information”.            -   Origination Fee—If a state allows for an origination                fee, and the lender charges this fee, the dealer will be                required to indicate the following via a radio button in                the data entry screen:                -   “Included in Financing”                -    This will require the dealer to enter the amount of                    the origination fee.                -   “Paid in Cash”                -    This will require the dealer to enter the amount of                    the origination fee. DealerTrack will subtract this                    amount from the Total Amount Financed.                -   “Bump Rate”                -   “Not Required (reason)”            -   DealerTrack will display the Approved Amount from an                Approved or Countered Credit Application on the data                entry screen for the dealer to review.            -   DealerTrack will validate the following dealer entered                amounts by using a Reg-Z Calculator to ensure compliance                with legal limits:                -   Finance Charge                -   Monthly Payment                -   Total of Payments                -   APR        -   If the “web edits” identify errors:            -   DealerTrack will return the dealer to the eContract Data                Entry screen.            -   DealerTrack will present the errors on the eContract                Data Entry screen for dealer correction.            -   Dealer will make corrections and click:                -   “Submit to Lender for Verification” if lender                    participates in verification.                -    NOTE: Comment to appear above button that reads:                    “This Lender Supports Contract Data Verification”                -   “Continue” if the lender does not participate in                    data verification or the dealer has elected to use                    Spot Delivery functionality.            -   Once passed DealerTrack web edits, the status reflected                in Contract Status will be “eDTVerified” (FIG. 10).                -   NOTE: Comment to appear above button:                -    Bypass—“This Lender Does Not Support Contract Data                    Verification. A lender will not verify this contract                    data prior to you obtaining customer signatures.                    Press ‘Continue’ to proceed”.                -    Spot—“You have elected to Spot Deliver this deal. A                    lender will not verify this contract data prior to                    you obtaining customer signatures. Press ‘Continue’                    to proceed”.                    Lender Verification of eContract Data                    (Note: Not applicable for Bypass Verification or                    Spot Delivery Processes).    -   After submitting the data to the lender for verification:        -   The dealer will not have the ability to change the eContract            data until an eError or eLender Verified response has been            received.        -   DealerTrack will notify the dealer of submission via a            change in contract status (eSubmitted).        -   The lender will message DealerTrack informing of receipt.            -   Should there be an error in transmission, DealerTrack                will alert the dealer via a change in Contract Status                (eSubmit Error). DealerTrack will provide an 800 # for                the dealer to contact for assistance.        -   DealerTrack will alert the dealer of the successful            submission via a change is Contract Status, eReceived (FIG.            8).    -   DealerTrack will submit the data to the lender's system for        verification.    -   The lender will scan the data for errors based upon backend        system “lender edits”.        -   “Lender edits” are created by the lender, reside on the            lenders backend system and will identify specific errors.            Example: Amount financed outside program parameters.        -   If “lender edits” identify errors:            -   Lender will forward DealerTrack a listing of errors.            -   DealerTrack will alert the dealer of errors via a change                in contract status (eError).            -   The dealer will enter the eContract Data Entry screen                via the Contract Status Detail screen by clicking                “Continue eContract” button.            -   DealerTrack will present the itemized errors and lender                comments on the eContract Data Entry screen for dealer                correction.            -   Dealer will make corrections and click “Submit to Lender                for Verification”.        -   OPTIONAL: If the lenders backend processing system finds            errors, the lender has the option to reroute the deal to            their credit or funding analyst for review.            -   Lender will forward DealerTrack a message indicating the                deal is under review along with reasons for review.            -   DealerTrack will alert the dealer that the deal is under                review via a change in the contract status (eReview) and                display reasons for review to the dealer (FIG. 9).            -   If the lender finds that the new contract data is                unacceptable:                -   The credit or funding analyst has the option to send                    comments itemizing the errors to the dealer.                -   The lender will send DealerTrack a message                    indicating an error in contract data.                -   DealerTrack will alert the dealer of change in                    status via a change in contract status (eError).                -   The dealer will enter the Contract Data Entry Screen                    to view the error(s) identified by the lender.                -   The dealer can make corrections and resubmit to the                    lender for verification, or cancel the eContracting                    process.            -   If the lender finds that the new contract data is                acceptable:                -   The credit or funding analyst has the option to send                    comments to the dealer.                -   DealerTrack will alert the dealer of change in                    status via a change in contract status (eLender                    Verified).    -   Once the information is verified via the lenders backend        processing system the lender will forward the lender calculated        APR, Monthly Payment, and Finance Charge along with the bar-code        criteria (sent at the time of application        approval/counter-offer) to be referenced on the fax cover sheet.    -   Dealer Track will alert the dealer of change in status via a        change in the contract status, eLender Verified (FIG. 10).        Button Functionality    -   Save—Saves the dealer entered data and returns the dealer to the        Contract Status screen. Dealer may reenter the deal via the        Contract Status screen link indicating a status of eSaved.    -   Cancel—Pop-up box: “Canceling will delete all eContract        information and return you to Application Status. Are you sure        this is what you want to do? Yes/No”. If the dealer accepts,        return to the Application Status Detail screen. Begin eContract        Data Entry Screen functional button, along with all other        functional buttons (“Comments to Credit Analyst”, “Add        Co-Applicant”, “Submit to Other Lenders”), will reappear in the        Application Status Detail screen. DealerTrack will message the        lender advising that the dealer wishes to cancel the        eContracting process.    -   Reset—Will reset the data to the most current approved        application information.    -   Submit to Lender for Verification—Submit info to lender. Return        dealer to Contract Status screen.        Link:    -   Wilson, Vincent—Will take the dealer to the Contract Status        Detail Screen.        Link:    -   Banks, John—Will take the dealer to the Contract Status Detail        screen in the Spot Delivery Process. The dealer will be able to        generate the eContract from this point.    -   Wilson, Vincent—Will take the dealer to the Contract Status        Detail screen in the Data Verification Process. The dealer will        be able to generate the eContract from this point.        Button Functionality    -   Save—Saves the dealer entered data and returns the dealer to the        Contract Status screen. Dealer may reenter the deal via the        Contract Status screen link indicating a status of eSaved.    -   Cancel—Pop-up box: “Canceling will delete all eContract        information and return you to Application Status. Are you sure        this is what you want to do? Yes/No”. If the dealer accepts,        return to the Application Status Detail screen. Begin eContract        Data Entry Screen functional button, along with all other        functional buttons (“Comments to Credit Analyst”, “Add        Co-Applicant”, “Submit to Other Lenders”), will reappear in the        Application Status Detail screen. DealerTrack will message the        lender advising that the dealer wishes to cancel the        eContracting process.    -   Reset—Will reset the data to the available customer/collateral        data if accessed from a pulled credit bureau or pending        application. If accessed through Submit and        Application/eContract, and no data is available, this will clear        the screen.    -   Continue—Submit the contract data to DealerTrack to pass through        web-edits. Return dealer to the contract status screen.        Printing for Customer Review

A print event must be detected prior to the dealer having the ability tocapture signatures. DealerTrack provides a forced-print that will printthe review copy of the contract for the customer(s) (excluding the faxcover sheet). The printed copies will contain a watermark indicating“Copy” on each page.

-   -   NOTE: An eSigned contract is good for 19 days from the Note        Date. If an eContract has not been submitted to the lender        within this time period:        -   DealerTrack will delete all eContracting data, and indicate            an eCancelled status on the Contract Status Detail Page to            the dealer.        -   A message will appear within the Contract Status Details            page indicating; “The eLender Verified/eDT Verified            (whichever is applicable) status for this customer has            expired. Please select ‘Continue’ to return to the Data            Entry Screen”.    -   NOTE: The following state requirements for printing:        -   CA—Must be printed front/back of legal size paper in color.        -   MI—Must be printed in color.            Functionality    -   The dealer will select “Print Review Copy” and Dealer dealer        with the unsigned, data merged, eContract PDF cover sheet) in a        separate browser window.    -   The Silanis “Forced Print” will send the print request to the        printer for printing.    -   In addition, “Print Review Copy” will constitute a hand-off from        DealerTrack server to the ApproveIT Web Server (AWS).    -   The dealer will have the ability to Modify or Cancel the        eContracting process using the functional buttons (“Modify” and        “Cancel”) provided within the AWS Overview Page.        -   Note: If dealer has accessed the eContract Data Entry screen            via an Approved Application, message will appear indicating            (FIG. 12):            -   “(Lender's name) supports same day funding if all                contract data, including faxed ancillary documentation,                is in house and verifiable by X:XX PM Local time Monday                through Friday. If received after this time, funds will                be remitted the following business day.”                Action Buttons:    -   “Print Review Copy”:        -   Constitutes the handoff to ApproveIT Web Server (AWS).        -   The Silanis “Forced Print” will send the print request to            the dealers' default printer for printing.            -   Printed copies will include a “Copy” watermark on all                pages.        -   Open the Overview Page in AWS    -   “Cancel”—Pop-up box indicating: “Canceling will delete all        eContract information and return you to Application Status. Are        you sure this is what you want to do? Yes/No”. If the dealer        clicks “Yes” then return dealer to the Application Status        screen. “Begin eContract Data Entry” functional button, along        with all other functional buttons (“Comments to Credit Analyst”,        “Add Co-Applicant”, “Submit to Other Lenders”), will reappear in        the Application Status Detail screen. DealerTrack will message        the lender advising that the dealer wishes to cancel the        eContracting process. If the dealer clicks “No” then return the        dealer to the current page.    -   “Modify”—If lender participates in data verification, pop-up box        indicating; “Data will have to be resubmitted to Lender for        verification Are you sure this is what you want to do? Yes/No”.        If the dealer clicks “Yes” then return the dealer to the Data        Entry screen retaining dealer entered/Lender approved data. PDF        version of eContract, and fax cover sheet (if applicable) will        be deleted. If the dealer clicks “No” then return the dealer to        the current page.        -   If lender does not participate in data verification or            dealer has elected to spot deliver the vehicle, pop-up box            indicating; “Do you wish to Modify Contract Data? Yes/No”.            If the dealer clicks “Yes” then return the dealer to the            Data Entry Screen retaining dealer-entered data. PDF version            of eContract, and fax cover sheet (if applicable) will be            deleted. If the dealer clicks “No” then return dealer to the            current page.            Hyperlinks:    -   “Back to Contract Summary”—Return the dealer to the Contract        Summary page.        AWS Overview Page

Once the dealer has printed the review copy of the contract, thecontract-viewing window will close and the AWS Overview Page will bedisplayed (FIG. 13). This page will contain next step instructions forthe dealer, indicate status' of signature capture, and provide thedealer with Cancel and Modify functionality as well as allowing thedealer to print additional Review Copies or return to the DealerTrackContract Details page.

Functionality

-   -   Once the review copy of the contract has been printed, the        contract-viewing window will close.    -   The AWS Overview Page will be displayed.    -   The dealer will review the next step instructions.        -   Step 1 will default to Complete as print event has occurred.        -   Step 2 will indicate a status of Incomplete as no signatures            have been captured.    -   The dealer will select “Obtain Signatures”.        -   AWS will present the dealer with the Signature Capture page.    -   The dealer will have additional options to Cancel or Modify the        eContract. In addition, the dealer may obtain another review        copy of the contract by selecting “View & Print Review Copy” or        return to the Contract Detail page by selecting “Back to        Contract Details”.        Hyperlinks:    -   “Obtain Signatures”—Brings the dealer to the Signature Page.    -   “Cancel”—Pop-up box indicating: “Canceling will delete all        eContract information and return you to Application Status. Are        you sure this is what you want to do? Yes/No”. If the dealer        clicks “Yes” then return dealer to the Application Status        screen. “Begin eContract Data Entry” functional button, along        with all other functional buttons (“Comments to Credit Analyst”,        “Add Co-Applicant”, “Submit to Other Lenders”), will reappear in        the Application Status Detail screen. DealerTrack will message        the lender advising that the dealer wishes to cancel the        eContracting process. If the dealer clicks “No” then return the        dealer to the current page.    -   “Modify”—If lender participates in data verification, pop-up box        indicating; “Data will have to be resubmitted to Lender for        verification Are you sure this is what you want to do? Yes/No”.        If the dealer clicks “Yes” then return the dealer to the Data        Entry screen retaining dealer entered/Lender approved data. PDF        version of eContract, and fax cover sheet (if applicable) will        be deleted. If the dealer clicks “No” then return the dealer to        the current page.        -   If lender does not participate in data verification or            dealer has elected to spot deliver the vehicle, pop-up box            indicating; “Do you wish to Modify Contract Data? Yes/No”.            If the dealer clicks “Yes” then return the dealer to the            Data Entry Screen retaining dealer-entered data. PDF version            of eContract, and fax cover sheet (if applicable) will be            deleted. If the dealer clicks “No” then return dealer to the            current page.    -   “View & Print Review Copy”—Opens the PDF file in a separate        browser and allows the dealer to print additional review copies        of the contract. NOTE: This action does not bring up the print        dialogue box. Printing will occur using the standard Adobe print        functionality.    -   “Back to Contract Details”—Returns the dealer to the Contract        Status Detail page.        Obtaining Signatures

DealerTrack will provide the dealer with a signature page to capture therequired signatures. DealerTrack will identify the signature fieldsrequiring signatures based upon previous information obtained (Buyer,Co-Buyer, Dealer, Warranty, Accident/Health, GAP). Signature fields willbe organized into blocks of Buyer, Co-Buyer (if applicable), and Dealer.Each signature field will contain verbiage relevant to the contractualrequirements. This text will also appear within the LCD screen of theSignature Pad for the customer to review. Note: If a date is requiredfor the signature, the AWS will note the date of the signature captureto be captured on the Contract PDF.

Functionality:

-   -   Once the dealer selects “Obtain Signatures” DealerTrack will        provide the dealer with an HTML Signature Page outlining all        signatures required for the Buyer, Co-Buyer (if applicable), and        Dealer.        -   The Signature Page will include on screen descriptions for            each required signature field for the dealer to refer the            customer to the appropriate field on the printed review copy            (FIG. 14).            -   The descriptions will also appear within the LCD screen                of the signature pad referring the customer to the                appropriate field on the printed review copy.            -   Both the on-screen and LCD descriptions will reference                the DealerTrack created reference number that will match                that on the printed review copy of the contract (within                the footer of each page) and the customers approval or                counter-offer.            -   The signer will have the ability to recapture signatures                as many times as desired before securing to the                eContract, however, once secured, the signature cannot                be deleted.    -   The dealer will click on each signature field and capture the        appropriate signature.    -   The dealer will repeat this process until all customer        signatures have been captured.    -   The Dealer will have the ability to save a partially signed        eContract once each signature section has been completed (Buyer        Section, Co-Buyer Section—if applicable). If there is a Co-Buyer        and either the full Buyer, or Co-Buyer sections have been saved,        the ePartially signed status is good for 5 days from the Note        Date (until ALL CUSTOMER signatures are obtained). See page 28,        Saving Signatures, for further explanation.        -   The dealer will have the ability to Print a signed            customer's copy of the eContract once all customer            signatures have been obtained. The dealer will not be able            to submit the eContract to the lender until the dealers            signature has been obtained (see page 30, Partially Signed            Contracts, for further explanation).    -   Once all the required signatures have been obtained, the dealer        will click “Continue” which will do the following:        -   All signatures obtained within the HTML eSignature Page are            uploaded to DealerTrack where they are securely bound to the            eContract to generate the signature bound original.        -   Return the dealer to the Contract Status Detail screen            indicating a status of eSigned.            Action Buttons:    -   “Save”        -   Dynamic—Only available after a complete block of signatures            has been captured (e.g. all the Buyers signatures boxes have            been signed, 2 of 2).        -   Will bind the available signatures and date fields (if            applicable) to the PDF.        -   Return the dealer to the Overview Page.    -   “Cancel”—Pop-up box indicating: “Canceling will delete all        eContract information and return you to Application Status. Are        you sure this is what you want to do? Yes/No”. If the dealer        clicks “Yes” then return dealer to the Application Status        screen. “Begin eContract Data Entry” functional button, along        with all other functional buttons (“Comments to Credit Analyst”,        “Add Co-Applicant”, “Submit to Other Lenders”), will reappear in        the Application Status Detail screen. DealerTrack will message        the lender advising that the dealer wishes to cancel the        eContracting process. If the dealer clicks “No” then return the        dealer to the current page.    -   “Modify”—If lender participates in data verification, pop-up box        indicating; “Data will have to be resubmitted to Lender for        verification Are you sure this is what you want to do? Yes/No”.        If the dealer clicks “Yes” then return the dealer to the Data        Entry screen retaining dealer entered/Lender approved data. PDF        version of eContract, and fax cover sheet (if applicable) will        be deleted. If the dealer clicks “No” then return the dealer to        the current page.        -   If lender does not participate in data verification or            dealer has elected to spot deliver the vehicle, pop-up box            indicating; “Do you wish to Modify Contract Data? Yes/No”.            If the dealer clicks “Yes” then return the dealer to the            Data Entry Screen retaining dealer-entered data. PDF version            of eContract, and fax cover sheet (if applicable) will be            deleted. If the dealer clicks “No” then return dealer to the            current page.            Hyperlinks:    -   “Back to Contract Details”—Returns the dealer to the Contract        Status Detail page. Pop-up will appear if signatures captured,        but not saved (FIG. 15).    -   “OK”—Return the dealer to the Contract Detail page. Do not        save/bind signatures and dates.    -   “Cancel”—Close the pop-up.        Saving Signatures

The dealer will have the ability to save blocks of captured signatureswithout submitting to the lender. Saved signatures will be indicated onboth the AWS Overview page and the Contract Status Detail page itemizingadditional signatures required. If no signatures have been obtained, andthe dealer has exited the AWS Overview page or Signature Capture page(without saving), the forced review print will not be required fromContract Status Details, and the dealer will return to the AWS Overviewpage by selecting “Continue” from the Contract Status Details page (FIG.16).

-   -   NOTE: Signatures may be saved for 5 days from the Note Date. If        ALL Signatures, including the dealers, have not been obtained        within this time period:        -   DealerTrack will delete all eContracting data, and indicate            an eCancelled status on the Contract Status Detail Page to            the dealer.        -   A message will appear within the Contract Status Details            page indicating; “The e(DT/Lender) Verified status for this            customer has expired. Please select ‘Continue’ to return to            the Data Entry Screen.”            Functionality:    -   The Contract Status Detail screen will be dynamic in that the        statement appearing in the “Continue” box will change based upon        missing signatures:        -   Contract Signatures Required—No signatures obtained.        -   Buyer Signatures Required—Co-Buyer (if applicable) and/or            Dealer have signed.        -   Co-Buyer Signatures Required (if applicable)—Buyer and            Dealer have signed.        -   Dealer Signature(s) Required—Buyer and Co-Buyer (if            applicable) have signed.        -   Buyer and Co-Buyer (if applicable) Signatures            Required—Dealer has signed.        -   Buyer and Dealer Signatures Required—Co-Buyer has signed.        -   Co-Buyer and Dealer Signatures Required.—Buyer has signed.            Only applicable if deal has a Co-Buyer.            Action Buttons:    -   “Continue”—Brings the dealer to the AWS “Overview Page”.    -   “Print Review Copy”—Will open the Review copy of the PDF in a        separate browser. The dealer can print copies using Adobe print        functionality.        -   This function will be available to the dealer until ALL            customer signatures (Buyer and Co-Buyer—if applicable) have            been captured. It will then be replaced by “View and Print            Copy” functionality.        -   Printed copy will contain the watermark “Copy” on each page.    -   “Cancel”—Pop-up box indicating: “Canceling will delete all        eContract information and return you to Application Status. Are        you sure this is what you want to do? Yes/No”. If the dealer        clicks “Yes” then return dealer to the Application Status        screen. “Begin eContract Data Entry” functional button, along        with all other functional buttons (“Comments to Credit Analyst”,        “Add Co-Applicant”, “Submit to Other Lenders”), will reappear in        the Application Status Detail screen. DealerTrack will message        the lender advising that the dealer wishes to cancel the        eContracting process. If the dealer clicks “No” then return the        dealer to the current page.    -   “Modify”—If lender participates in data verification, pop-up box        indicating; “Data will have to be resubmitted to Lender for        verification Are you sure this is what you want to do? Yes/No”.        If the dealer clicks “Yes” then return the dealer to the Data        Entry screen retaining dealer entered/Lender approved data. PDF        version of eContract, and fax cover sheet (if applicable) will        be deleted. If the dealer clicks “No” then return the dealer to        the current page.        -   If lender does not participate in data verification or            dealer has elected to spot deliver the vehicle, pop-up box            indicating; “Do you wish to Modify Contract Data? Yes/No”.            If the dealer clicks “Yes” then return the dealer to the            Data Entry Screen retaining dealer-entered data. PDF version            of eContract, and fax cover sheet (if applicable) will be            deleted. If the dealer clicks “No” then return dealer to the            current page.            Hyperlinks:    -   “Back to Contract Summary”—Return the dealer to the Contract        Summary page.        Partially Signed Contracts

The dealer will have the ability to present the Buyer, and Co-Buyer (ifapplicable) a printed copy of the contract containing ALL customersignatures without the dealers' signature. If the dealer chooses to usethis option, the dealer will be responsible for mailing a fully signedcontract containing the dealers' signature once available. This optionwill only be available if ALL customer signatures have been obtained.

Functionality:

-   -   Once ALL Customer signatures have been obtained (Buyer and        Co-Buyer—if applicable), the dealer will select “Save” on the        Signature Page.        -   The dealer will be presented with the AWS Overview Page            indicating Buyer signatures as Complete and Co-Buyer            signatures as Complete (if applicable).            -   Note: Additional instructions to print a customer copy                without dealer signature will appear in the AWS overview                page to the left (FIG. 17).    -   The dealer will follow the instructions and select “Back to        Contract Details”.    -   The Contract Status Details page will require the dealer to        select “Refresh” which will allow the AWS system to update the        contract PDF with the obtained eSignatures (FIG. 18).        -   Enhancement: The ‘Refresh’ button will be replaced by a            ‘Processing’. This will be available along with the Spot            delivery process and coding.    -   Once AWS has completed processing the signatures, the dealer        will select “View & Print Copy” (FIG. 19) which will open the        eContract PDF in a separate browser. The dealer will use the        Print functionality provided within Adobe Acrobat and print        copies for the Buyer, and Co-Buyer (if applicable).        -   Once the dealer has completed printing copies, the dealer            will close the viewing window.            Hyperlinks:    -   “Obtain Signatures”—opens the Signature Page.    -   “Cancel”—Pop-up box indicating: “Canceling will delete all        eContract information and return you to Application Status. Are        you sure this is what you want to do? Yes/No”. If the dealer        clicks “Yes” then return dealer to the Application Status        screen. “Begin eContract Data Entry” functional button, along        with all other functional buttons (“Comments to Credit Analyst”,        “Add Co-Applicant”, “Submit to Other Lenders”), will reappear in        the Application Status Detail screen. DealerTrack will message        the lender advising that the dealer wishes to cancel the        eContracting process. If the dealer clicks “No” then return the        dealer to the current page.    -   “Modify”—If lender participates in data verification, pop-up box        indicating; “Data will have to be resubmitted to Lender for        verification Are you sure this is what you want to do? Yes/No”.        If the dealer clicks “Yes” then return the dealer to the Data        Entry screen retaining dealer entered/Lender approved data. PDF        version of eContract, and fax cover sheet (if applicable) will        be deleted. If the dealer clicks “No” then return the dealer to        the current page.        -   If lender does not participate in data verification or            dealer has elected to spot deliver the vehicle, pop-up box            indicating; “Do you wish to Modify Contract Data? Yes/No”.            If the dealer clicks “Yes” then return the dealer to the            Data Entry Screen retaining dealer-entered data. PDF version            of eContract, and fax cover sheet (if applicable) will be            deleted. If the dealer clicks “No” then return dealer to the            current page.    -   “Back to Contract Details”—will return the dealer to the        Contract Status Detail Page indicating additional instructions        to print a Partially signed contract for the Buyer, and Co-Buyer        (if applicable).        Action Buttons:    -   “Refresh”—will refresh the page. Once the AWS has completed        processing and binding the available signatures to the contract        the dealer will be returned to the Contract Status Detail screen        reflecting a status of ePartially Signed (see below).        -   NOTE: Enhancement; The ‘Refresh’ button will be replaced by            a ‘Processing’ screen. This will be available along with the            Spot delivery process and coding.    -   “Comments to Funding Analyst”—Will allow the dealer to send        comments to the analyst.    -   Print Review Copy”—Will allow the dealer to print another        version of the contract WITHOUT signatures.        Hyperlinks:    -   “Back to Contract Summary”—Will return the user to the Contract        Summary screen.        Action Buttons:    -   “View and Print Copy”—Opens the contract containing ALL customer        signatures in a separate browser for the dealer to print and        provide to the Buyer and Co-Buyer (if applicable).        -   Note: This is OPTIONAL.    -   “Continue”—Brings the dealer back to the overview page,        indicating that the dealer's signatures are required.    -   “Cancel”—Pop-up box indicating: “Canceling will delete all        eContract information and return you to Application Status. Are        you sure this is what you want to do? Yes/No”. If the dealer        clicks “Yes” then return dealer to the Application Status        screen. “Begin eContract Data Entry” functional button, along        with all other functional buttons (“Comments to Credit Analyst”,        “Add Co-Applicant”, “Submit to Other Lenders”), will reappear in        the Application Status Detail screen. DealerTrack will message        the lender advising that the dealer wishes to cancel the        eContracting process. If the dealer clicks “No” then return the        dealer to the current page.    -   “Modify”—If lender participates in data verification, pop-up box        indicating; “Data will have to be resubmitted to Lender for        verification Are you sure this is what you want to do? Yes/No”.        If the dealer clicks “Yes” then return the dealer to the Data        Entry screen retaining dealer entered/Lender approved data. PDF        version of eContract, and fax cover sheet (if applicable) will        be deleted. If the dealer clicks “No” then return the dealer to        the current page.        -   If lender does not participate in data verification or            dealer has elected to spot deliver the vehicle, pop-up box            indicating; “Do you wish to Modify Contract Data? Yes/No”.            If the dealer clicks “Yes” then return the dealer to the            Data Entry Screen retaining dealer-entered data. PDF version            of eContract, and fax cover sheet (if applicable) will be            deleted. If the dealer clicks “No” then return dealer to the            current page.            Hyperlinks:    -   “Back to Contract Summary”—Return the dealer to the Contract        Summary page.        Printing the Signed PDF and Submitting for Funding        (Verified/Bypass Verification Processes)

Once ALL signatures have been obtained, including the dealers', thedealer will print a copy for the customer(s) and dealer records andsubmit the contract to the lender for funding. The dealer will reviewthe printed Fax Cover Sheet, obtain all ancillary documentation, and faxto the lender.

Functionality

-   -   Once ALL required signatures, including the dealers', have been        obtained via the Signature Page, the dealer will select        “Continue” (FIG. 20).    -   The Dealer will be returned to the Contract Status Detail screen        indicating a required “Refresh” button (FIG. 21).        -   Enhancement: a ‘Processing’ screen will replace the            ‘Refresh’ button. This will be available along with the Spot            delivery process and coding.    -   Once the dealer has selected refresh and the AWS has completed        processing and binding the signatures, the dealer will be        presented with the “Print Signed Copy and Submit For Funding        Button” (FIG. 22). When this button is selected the following        will occur:        -   The eContract PDF and fax cover sheet will be presented to            the dealer in a separate browser window and a Print Dialogue            box will appear.            -   The fax cover sheet will be a separate Document merged                with the Contract PDF.        -   The dealer will select the number of copies to print and            destination.        -   The fully signed, flattened copy of the eContract will be            forwarded to the lender's imaging system referencing the APS            #.        -   The dealer will be returned to the Contract Status screen            with the status indicating “eContract Submitted”. Once the            eContract (Co-Signor Notice and Gap Waiver Form if            applicable) has been successfully submitted to the lender            the dealer will be notified via a change in Contract Status            (eContract Received).            -   Should an error in submission occur, the dealer will be                notified via a change in Contract Status (eContract                Submit Error). DealerTrack will provide an 800 # for the                dealer to call for assistance.        -   NOTE: The dealer will have the option to print additional            copies of the contract by selecting “Print Signed Copies” on            the Contract Status Detail screen.    -   The dealer will review the Bar-Coded Fax Cover Sheet, obtain all        required ancillary documentation and fax to the lender.    -   Lender's fax server will forward the documentation to the lender        imaging system referencing the bar code and match to the        eContract.        -   The Buyer will review all ancillary documentation and if all            documents have been received, the lender will send            DealerTrack an indicator stating the lender's acceptance of            the eContract PDF and ancillary documentation. Once the            lender's decision to purchase the contract package has been            received, DealerTrack will forward the Original contract PDF            to the lender.            -   If all ancillary documentation is not received, the                lender will notify DealerTrack. The Lender can send                comments to the dealer itemizing the missing                documentation through DealerTrack.            -   DealerTrack will display to the dealer a change in                Contract Status (ePending Docs).            -   DealerTrack will display the missing documentation                comments within the Contract Status Detail Screen.            -   The dealer will obtain the missing documentation and fax                to the lender along with the Fax Cover Sheet.            -   Should the dealer require an additional copy of the fax                cover sheet or contract, this can be obtained on the                DealerTrack site for 7 days after initial submittal.        -   Should the Lender review the contract package and find that            the contract package will not be accepted, the lender will            forward an indicator stating the lender's decision to not            purchase this deal.            -   Once received by DealerTrack, a status of “eRejected”                will be displayed to the dealer.            -   The dealer will have the ability to “Select Lender(s)”                from the eContract Select lenders screen. Please see                page 44 regarding Submitting eContract to Other Lender.                Action Buttons:    -   “Continue”        -   Dynamic. This is button will replace the “Save” button only            after ALL signatures, including the dealers', have been            obtained.        -   When selected the following will occur:            -   The signatures will be bound to the contract PDF.            -   The dealer will be returned to the Contract Status                Detail page.    -   “Cancel”—Pop-up box indicating: “Canceling will delete all        eContract information and return you to Application Status. Are        you sure this is what you want to do? Yes/No”. If the dealer        clicks “Yes” then return dealer to the Application Status        screen. “Begin eContract Data Entry” functional button, along        with all other functional buttons (“Comments to Credit Analyst”,        “Add Co-Applicant”, “Submit to Other Lenders”), will reappear in        the Application Status Detail screen. DealerTrack will message        the lender advising that the dealer wishes to cancel the        eContracting process. If the dealer clicks “No” then return the        dealer to the current page.    -   “Modify”—If lender participates in data verification, pop-up box        indicating; “Data will have to be resubmitted to Lender for        verification Are you sure this is what you want to do? Yes/No”.        If the dealer clicks “Yes” then return the dealer to the Data        Entry screen retaining dealer entered/Lender approved data. PDF        version of eContract, and fax cover sheet (if applicable) will        be deleted. If the dealer clicks “No” then return the dealer to        the current page.        -   If lender does not participate in data verification or            dealer has elected to spot deliver the vehicle, pop-up box            indicating; “Do you wish to Modify Contract Data? Yes/No”.            If the dealer clicks “Yes” then return the dealer to the            Data Entry Screen retaining dealer-entered data. PDF version            of eContract, and fax cover sheet (if applicable) will be            deleted. If the dealer clicks “No” then return dealer to the            current page.            Hyperlink:    -   “Back to Contract Summary”—Return the dealer to the Contract        Summary page.        Action Buttons:    -   “Refresh”—will refresh the page. Once the AWS has completed        processing and binding the available signatures to the contract        the dealer will be returned to the Contract Status Detail screen        reflecting a status of ePartially Signed (see below).        -   NOTE: Enhancement; The ‘Refresh’ button will be replaced by            a ‘Processing’ screen. This will be available along with the            Spot delivery process and coding.    -   “Comments to Funding Analyst”—Will allow the dealer to send        comments to the analyst.    -   “Print Review Copy”—Will allow the dealer to print another        version of the contract WITHOUT signatures.        Hyperlinks:    -   “Back to Contract Summary”—Will return the user to the Contract        Summary screen.        Action Buttons:    -   “Print Signed Copy and Submit For Funding”        -   Presents the dealer with the fully signed PDF in a separate            browser to view and print as needed. Once this function has            been selected, the following occurs:            -   Opens the contract containing ALL signatures in a                separate browser for the dealer to print for the Buyer,                Co-Buyer (if applicable) and Dealer records.                -   Opens Print Dialogue Box.                -   Printed copies will contain a watermark “Copy” on                    all pages.            -   DealerTrack will submit the flattened eContract PDF to                the lender.            -   Dealer will be brought to the Contract Summary page                indicating a status of “eContract Submitted” and message                to appear indicating eContract is being submitted to the                lender.    -   “Print Signed Copy”—Presents the dealer with the fully signed        PDF in a separate browser to view and print as needed.    -   “Cancel”—Pop-up box indicating: “Canceling will delete all        eContract information and return you to Application Status. Are        you sure this is what you want to do? Yes/No”. If the dealer        clicks “Yes” then return dealer to the Application Status        screen. “Begin eContract Data Entry” functional button, along        with all other functional buttons (“Comments to Credit Analyst”,        “Add Co-Applicant”, “Submit to Other Lenders”), will reappear in        the Application Status Detail screen. DealerTrack will message        the lender advising that the dealer wishes to cancel the        eContracting process. If the dealer clicks “No” then return the        dealer to the current page.    -   “Modify”—If lender participates in data verification, pop-up box        indicating; “Data will have to be resubmitted to Lender for        verification Are you sure this is what you want to do? Yes/No”.        If the dealer clicks “Yes” then return the dealer to the Data        Entry screen retaining dealer entered/Lender approved data. PDF        version of eContract, and fax cover sheet (if applicable) will        be deleted. If the dealer clicks “No” then return the dealer to        the current page.        -   If lender does not participate in data verification or            dealer has elected to spot deliver the vehicle, pop-up box            indicating; “Do you wish to Modify Contract Data? Yes/No”.            If the dealer clicks “Yes” then return the dealer to the            Data Entry Screen retaining dealer-entered data. PDF version            of eContract, and fax cover sheet (if applicable) will be            deleted. If the dealer clicks “No” then return dealer to the            current page.            Hyperlinks:    -   “Back to Contract Summary”—Return the dealer to the Contract        Summary page.        Printing the Signed PDF and Submitting for Funding (Spot        Delivery Process)

Once ALL signatures have been obtained, including the dealers', thedealer will print a copy for the customer(s) and dealer records andsubmit the contract to the lender for funding ONLY UPON RECEIPT of aCredit Approval or Counter-offer from the lender. The dealer will reviewthe printed Fax Cover Sheet, obtain all ancillary documentation, and faxto the lender.

Functionality

-   -   Once ALL required signatures, including the dealers', have been        obtained via the Signature Page, the dealer will select        “Continue” (FIG. 20).    -   DealerTrack will present the dealer with a page indicating        “Processing” while the signature binding is taking place.    -   Once AWS has completed processing and binding the signatures,        the dealer will be presented with the Contract Status Detail        screen (FIG. 23) and complete Step 1 “Print Signed Copy”. When        selected the following will occur:        -   The eContract PDF will be presented to the dealer in a            separate browser window and a Print Dialogue box will            appear.        -   The dealer will select the number of copies to print and            destination.    -   Once completed, the dealer will close the viewing window, and        the Contract Status Detail page will be open.    -   DealerTrack will restrict the dealer from submitting the        contract for funding until a credit decision has been made.        -   If a Credit Application has been previously sent to an            eContract participating lender, the dealer will have the            option to “Select Lenders” (FIG. 23, step 2).            -   The dealer will be presented with the eContract Select                Lenders screen (FIG. 25) which will indicate the status                of submitted applications to eContract participating                lenders.            -   The dealer will have the option of selecting an                eContract participating lender that has approved the                customers credit to submit the contract to by using the                Radio Button function.            -   The dealer will be required to select “Compare                Application & Contract” (FIG. 26) which will open the                Compare Application & Contract screen.            -   The Compare Application & Contract screen will be                segmented to show the chosen lenders approved data and                compare it to the completed eContract data.                -   A Blue Background in the differing field will                    indicate any differences between the data to the                    dealer.            -   The comparison requirement will allow the dealer to make                sure the completed contract is within the selected                lenders program criteria.            -   The dealer will Click “Print Fax Cover & Submit for                Funding” which will do the following:                -   The selected lenders Fax Cover sheet will be printed                    for the dealer.                -    NOTE: Lenders will be required to supply all                    stipulations required at the time of application                    approval or counter-offer to ensure the dealer has                    all required documentation listed.                -   The fully signed, flattened copy of the eContract                    will be forwarded to the lender along with the                    contract data XML for the lender to review.                -   The dealer will be returned to the Contract Status                    screen with the status indicating “eContract                    Submitted”. Once the eContract (Co-Signor Notice and                    Gap Waiver Form if applicable) has been successfully                    submitted to the lender, the dealer will be notified                    via a change in Contract Status (eContract                    Received).                -   Should an error in submission occur, the dealer will                    be notified via a change in Contract Status                    (eContract Submit Error). DealerTrack will provide                    an 800 # for the dealer to call for assistance.                -   NOTE: The dealer will have the option to print                    additional copies of the contract by selecting                    “Print Signed Copy” on the Contract Status Detail                    screen.                -   The dealer will review the Bar-Coded Fax Cover                    Sheet, obtain all required ancillary documentation                    and fax to the lender.                -   Lender's fax server will forward the documentation                    to the lender imaging system referencing the bar                    code and match to the eContract.                -    The Buyer will review all ancillary documentation                    and if all documents have been received, the lender                    will send DealerTrack an indicator stating the                    lender's acceptance of the eContract PDF and                    ancillary documentation. Once the lender's decision                    to purchase the contract package has been received,                    DealerTrack will forward the Original contract PDF                    to the lender.                -    If all ancillary documentation is not received, the                    lender will notify DealerTrack. The Buyer can send                    comments to the dealer itemizing the missing                    documentation through DealerTrack.                -    DealerTrack will display to the dealer a change in                    Contract Status (ePending Docs).                -    DealerTrack will display the missing documentation                    comments within the Contract Status Detail Screen.                -    The dealer will obtain the missing documentation                    and fax to the lender along with the Fax Cover                    Sheet.                -    Should the dealer require an additional copy of the                    fax cover sheet, it will be obtained on the                    DealerTrack site for 7 days after initial submittal.                -   Should the Buyer review the contract package and                    find that the contract package will not be accepted,                    the lender will forward an indicator stating the                    lender's decision.                -    Once received by DealerTrack, a status of                    “eRejected” will be displayed to the dealer.                -    The dealer will have the ability to “Submit                    eContract to Additional Lender”. Please see page 22                    regarding Submitting eContract to Other Lender.        -   If a Credit Application has not been submitted to an            eContract participating lender, the user will be required to            “Prefill Application” (FIG. 24).            -   Once selected, DealerTrack will present the user with                the Application Data Entry screen prefilled with all                available contract data.                -   The Prefilled contract data will be non-editable to                    the dealer.            -   The dealer will complete the remaining required fields                in the Application Data Entry screen and follow the                Submit an Application procedure.                -   The dealer will have the option of checking Contract                    Status Detail/Select Lenders for application status                    or accessing Application Status.                -    The dealer will have the ability to “Print Fax                    Cover” sheet and “Submit for Funding” in both                    locations.                    Action Buttons:    -   Step 1 “Print Signed Copy”—Will open the signed PDF version of        the contract in Adobe for the dealer to print the desired number        of copies.    -   Step 2 “Select Lenders”—this button will only be active after        Print Final Copies has been selected. Once selected, the dealer        will be presented with the eContract Select Lenders screen.    -   “Cancel”—Pop-up box indicating: “Canceling will delete all        eContract information and return you to Application Status. Are        you sure this is what you want to do? Yes/No”. If the dealer        clicks “Yes” then return dealer to the Application Status        screen. “Begin eContract Data Entry” functional button, along        with all other functional buttons (“Comments to Credit Analyst”,        “Add Co-Applicant”, “Submit to Other Lenders”), will reappear in        the Application Status Detail screen. If the dealer clicks “No”        then return the dealer to the current page.    -   “Modify”—Pop-up box indicating; “Do you wish to Modify Contract        Data? Yes/No”. If the dealer clicks “Yes” then return the dealer        to the Data Entry Screen retaining dealer-entered data. PDF        version of eContract, and fax cover sheet (if applicable) will        be deleted. If the dealer clicks “No” then return dealer to the        current page.        Hyperlinks:    -   “Back to Contract Summary”—Return the dealer to the Contract        Summary page.        Select Lenders

The dealer will have the option to “Select Lenders” if a prior CreditApproval or Counter-offer has been received from an eContractParticipating lender and the dealer has decided to Spot Deliver thevehicle. If no credit application has been submitted to a lender, thedealer will be given the opportunity to submit a credit applicationprefilled with contractual data to the lenders of their choice. Thissame screen is utilized if the dealer decides to “Submit the Contract toAnother Lender” (eRejected scenario). The Select Lenders page willrequire the dealer to Compare the Application & Contract or SubmitApplication to Other Lenders.

Submitting the eContract to Other Lender

The dealer will have the option to Submit the eContract to Other Lenderif the first lender of choice has decided not to purchase the contract.This functionality will allow the dealer to submit the eContract toanother eContracting participating lender who has approved thecustomers' credit. If the dealer has not submitted the customers' creditapplication to the next eContracting participating lender or his choice,DealerTrack will provide the dealer with an option to submit thecustomers' credit application to other lenders. Once an Approval hasbeen received, the dealer will have the ability to submit the contractto that lender for review.

Functionality

-   -   In the Spot Delivery process, upon receipt of a Credit Approval        from an eContract participating lender, DealerTrack will present        the dealer with the option to “Select Lender(s)”.    -   The dealer will click “Select Lender(s)” and DealerTrack will        present the eContract Select Lender screen.    -   eContract Participating Lenders who have approved this        customers' credit will be listed.        -   Any lender who has rejected the contract package or            turn-downed the customers' application will be displayed,            but will show as unable to submit.        -   The dealer will be able to select ONE lender from this list            to submit the contract package to.        -   Upon selecting this lender, the dealer will select “Compare            Application & Contract” which will open the Compare            Application & Contract screen.        -   The Compare Application & Contract data screen will display            the Approved/Counter-offered application data and the            Contract data side-by-side for the dealer to review.            -   Any differences between the approved/counter-offered                application will be highlighted to the dealer by                displaying the differing field in with a blue                background.        -   Once the dealer has completed comparing the data, the will            select “Print Fax Cover & Submit for Funding”.            -   The DealerTrack created Fax Coversheet, complete with                all lender stipulations and itemized ancillary                documentation, will open in a separate window. The                dealer will print the fax cover sheet and close the                window.            -   The flattened version of the eContract will be sent to                the lender for funding review purposes. Please refer to                page 34 for additional information regarding the funding                process.    -   Optional: the dealer will have the ability to “Submit        Application to Other Lenders”:        -   Once selected, DealerTrack will present the deal with the            Application Select Lender page.        -   The dealer will select the lenders which they wish to submit            this application to.        -   The dealer will check Application Status for approval,            counter-offer or turn-down from the lender.        -   If an eContracting lender approves the application, the            dealer will access the Contract Status Detail for this            customer and select “Select Lender(s)”.        -   DealerTrack will present the eContract Select Lender(s)            screen and reflect this lender in the “eContract            Participating Lenders who have approved this customers'            credit” section. Please see page 43 for additional            information regarding the Select Lenders page.            Action Buttons:    -   “Prefill Application”—DealerTrack will prefill the Application        Data Entry screen with all available contract data (credit        bureau data if applicable).    -   “Print Signed Copy”—Presents the dealer with the fully signed        PDF in a separate browser to view and print as needed.    -   “Cancel”—Pop-up box indicating: “Canceling will delete all        eContract information and return you to Application Status. Are        you sure this is what you want to do? Yes/No”. If the dealer        clicks “Yes” then return dealer to the Application Status        screen. “Begin eContract Data Entry” functional button, along        with all other functional buttons (“Comments to Credit Analyst”,        “Add Co-Applicant”, “Submit to Other Lenders”), will reappear in        the Application Status Detail screen. DealerTrack will message        the lender advising that the dealer wishes to cancel the        eContracting process. If the dealer clicks “No” then return the        dealer to the current page.    -   “Modify”—If lender participates in data verification, pop-up box        indicating; “Data will have to be resubmitted to Lender for        verification Are you sure this is what you want to do? Yes/No”.        If the dealer clicks “Yes” then return the dealer to the Data        Entry screen retaining dealer entered/Lender approved data. PDF        version of eContract, and fax cover sheet (if applicable) will        be deleted. If the dealer clicks “No” then return the dealer to        the current page.        -   If lender does not participate in data verification or            dealer has elected to spot deliver the vehicle, pop-up box            indicating; “Do you wish to Modify Contract Data? Yes/No”.            If the dealer clicks “Yes” then return the dealer to the            Data Entry Screen retaining dealer-entered data. PDF version            of eContract, and fax cover sheet (if applicable) will be            deleted. If the dealer clicks “No” then return dealer to the            current page.            Hyperlinks:    -   “Back to Contract Summary”—Return the dealer to the Contract        Summary page.        Select eContract Lender:    -   Note: The dealer will only be able to select ONE lender from        this list.    -   Each eContracting participating lender who has approved the        customers credit will appear in this section.        -   The lender who did not approve the customers credit or            rejected the contract package will be crossed out and the            dealer will be unable to select that lender.        -   The Non-Eligible lenders will be listed below indicating a            reason for ineligibility.            Action Buttons:    -   “Compare Application & Contract”        -   Will open the Compare Application & Contract screen.    -   “Submit Application to Other Lenders”        -   DealerTrack will present the dealer with the Application            Select Lenders page.            Link:    -   “Back to Contract Status Details”—Return the dealer to the        Contract Status Detail for this customer.        Compare Application & Contract Screen    -   The dealer will be required to review the        approved/counter-offered application data to the completed        eContract to ensure it meets all lenders program perimeters.    -   Any differences between the application and contract data will        be indicated to the dealer by displaying a blue background in        the differing field.        Action Buttons    -   “Comments to Credit Analyst”        -   Will allow the dealer to send comments directly to the            lenders analyst (if available with the lender).    -   “Print Fax Cover & Submit for Funding”        -   The fax cover sheet will open in a separate window for            dealer printing purposes. The flattened version of the            eContract will be sent to the lender for funding review            purposes.        -   The dealer will be returned to the Contract Status Detail            page indicating a status of eContract Submitted.            Fax Cover Sheet Requirements

The fax cover sheet will be created separately from the contract PDF andat the time the dealer chooses the lender to submit the completed (fullysigned) contract to. DealerTrack will create a generic templateseparated into four sections:

-   -   1. Customer/Dealer/Lender data to be completed by DT:        -   To be displayed on the top of each page:            -   Bar-code created by DT using the lenders supplied Ref#                (placement must be in accordance with lenders' fax                server settings)            -   Customer(s) Name(s)            -   Lender Name            -   Dealer Name            -   Reference Number        -   To be displayed on the bottom of each page:            -   Bar-code created by DT using lenders supplied Ref#                (placement must be in accordance with lenders' fax                server settings)            -   Lender Fax Number            -   Lender statement of funding commitment    -   2. Standard required supporting documentation completed by DT        (unless lender decides to send at time of credit        approval—Chase?)        -   Signed Credit Application        -   New Car Invoice or Used Car Book-out        -   Title Application        -   Agreement to provide insurance or proof of insurance        -   Assignment    -   3. DT completed supporting documentation identified by fields        completed on the data entry screen.        -   Copy of Service Contract        -   Copy of Warranty Contract        -   Copy of GAP Contract        -   Copy of Credit/Life/Disability Contract    -   4. Stipulations/comments supplied by the lender. Lenders will be        required to supply ALL stipulations upfront at the time of        application approval/counter-offer.        -   This section will be completed using the lenders freeform            text from stipulations and comments.

The fax cover sheet will contain a bar code created using the lendersunique application identifier. This bar code will appear both n the topand bottom of the sheet to allow the fax server to identify the bar-coderegardless of way faxed by dealer (top up/down).

Accessing the eContract via Contract Status

The dealer will be able to drill down into the contract detail. Thefunctions available to the dealer will depend upon the eContractingstatus of the given customer. DealerTrack will provide the dealer withthe option of printing additional customer or dealer copies of theeContract as well as the bar-coded fax cover sheet after submitting tothe lender for funding. In addition, DealerTrack will save theeContracting data and documentation as follows:

-   -   Saved Contract data will be saved until the Credit Approval has        become inactive.    -   An eSigned Contract will be good for 19 days from the Note Date.    -   eLender Verified and DTVerified statuses will be good for 5 days        from the note date.

Booked/Funded Contract data will be saved in Contract Status for 60days. The PDF version of eContract, fax cover sheet and Co-Signor Notice(if applicable) will be available for 7 days. Contract Status DetailField Description eContract Status See below for eContract StatusIndicators

*eContract Status Indicators APS Indicator Web Translation eSavedeSubmitted eReceived eSubmit Error eLender Verified eDT Verified eRevieweCancel eError ePartially Signed eSigned eContract Submitted eContractReceived eContract Submit Error ePending Docs eBooked eFunded eRejected*Note: The lender will be required to code their respective indicatorsto the generic translations supplied.

-   -   Each link will bring the dealer to the Contract Status Detail        Screen. Functional buttons will differ based upon contract        Status:        -   eSubmitted/eReceived/eReview Contract Status Detail screen            will allow the dealer to go back to the Contract Status            screen via a “Back to Contract Summary” link. The dealer            will not have access to the Contract Data Entry screen after            submitting to the lender for verification until an eError or            eLender Verified status is received.        -   eSaved Contract Status Detail screen will allow to the            dealer to enter the eContract Data Entry screen retaining            dealer-entered data via the button “Continue eContract Data            Entry”.        -   eError Contract Status Detail screen will allow the dealer            to enter the Contract Data Entry Screen displaying the            error.        -   eLender Verified/eDT Verified Contract Status Detail screen:            -   Will allow the dealer to print review copies (forced                print) and access to the AWS Overview page which will                guide the dealer through signature capture, print of                final copies, and submittal of final documentation.        -   ePartially Signed Contract Status Detail screen will allow            the dealer to reenter the Silanis Overview Page to obtain            the remaining signatures via the button “Continue”.        -   eSigned Contract Status Detail screen will allow the dealer            to “Submit eContract for Funding”:            -   If the vehicle has been spot delivered and the credit                application for the customer has been Declined or                Counter-offered, the dealer WILL NOT have the                opportunity to submit the contract for funding. Please                refer to the section “Submitting the eContract to Other                Lender”.        -   eContract Submitted/eContract Received/ePending            Docs—Contract Status Detail screen will allow the dealer to            view lender comments indicating missing ancillary            documentation, return back to Contract Status via a “Back to            Contract Summary” link or view the eContract PDF via the            “Generate Final eContract” button.        -   eBooked/eFunded Contract Status Detail screen will allow the            dealer to return back to Contract Status via a “Back to            Contract Summary” link or view the eContract PDF via the            “Generate Final eContract” button.        -   eSubmit Error/eContract Submit Error—Will present the dealer            with the Contract Status Detail screen including the 800#            for DealerTrack Customer Service.        -   eCancel—Will present the dealer with the Contract Status            Detail screen along with comments from the lender.            DealerTrack will present the dealer with a button to “Return            to Application Status”.            -   If the dealer chooses to “Return to Application Status”,                DealerTrack will remove the customer from Contract                Status and return the dealer to Application Status.            -   Application Status will reflect a counter-offer or                turndown status on the customer.            -   The dealer will be required to rehash the deal with the                lender and receive an approval or counter-offer in order                to begin the eContract process again.        -   eRejected Contract Status Detail screen will allow the            dealer to “Select Lender(s)”.        -   Note:            -   Message will appear in Contract Status Detail screen,                under financing information, for all e(status′), other                than those in the spot process where a lender has not                yet been identified, indicating:                -   “(Lender name) supports same day funding if all                    contract data, including faxed ancillary                    documentation, is in house and verifiable by X:XX PM                    Local time Monday thru Friday. If received after                    this time, funds will be remitted the following                    business day.”            -   Should an Approved or Counter-offered application become                inactive prior to achieving the Contract Status of eDocs                Received, the customer and relating data will be removed                from Contract Status.                Printing Additional Copies

DealerTrack will save the Contract and Fax Cover Sheet for seven daysafter submittal to the lender. The dealer will have the ability toaccess the PDF files and print additional copies. The Contract PDF andFax Cover Sheet will be separate, but can be printed at the same time.

Securitization Vault Functional Requirements

Functional Description

The Securitization Vault product provides member dealers, member lendersand special access users with access to the DealerTrack hosted vault.The vault is designed to allow users access to the electronic contractsthat they either originated or purchased. Dealer users will only haveaccess to the vault for viewing and printing of copies of the electroniccontracts they have originated. Lender users will have the samefunctionality but will also have administrative rights over theelectronic contracts they have purchased.

Securitization Vault Functionality

The vault will be housed on the DealerTrack servers and will beadministered using the current User Administration function withinDealerTrack. Additional permissions will be added to the existingpermissions and will be governed by the DIO and LIO of the respectivedealership and lender. The vault will store all electronic contracts fora period equaling, the life of the account plus seven years. Electroniccontracts will be added to the vault real time and real time access isalso required. Permissions for dealer users versus lender users willvary. The Vault access will be found under the existing Administrationtab with a new link to the “Securitization Vault” page. The permissionlevel of the user will determine what functionality they get to see.(See FIG. 28).

Dealer users will have the ability to view a copy of any electroniccontract they have originated. The on screen display will present a“copy” watermark on the screen. Dealer users will also be capable ofprinting such copy and each printed version will also have a “copy”watermark.

Lender users will, in addition to the viewing and printing of copies, beable to perform administrative functions. They will be able to exportcontracts to various media, including cd, tape and paper. They will beable to view the “original” contract stored in the vault (will present a“View of Original” watermark). Lender users will be capable ofconverting an electronic original to a paper original using the patented“paper out” approach as designed by eOriginal. All activities within thevault will be logged in the DT system and any ownership changes will beincluded in the Registry. The registry is also housed on the DealerTracksystem and acts as the audit trail of ownership for each contract.Lender users will have access to view the Registry in addition to thecontract.

Dealer User

The securitization vault page will provide the dealer user with thecapability to select the appropriate electronic contract, which theywould like to view and/or print a copy of. The user cannot in any wayview contracts that were not originated by the dealer that they areassociated with. In addition, users will be able to request contract tobe exported to paper. These contracts can't be assigned to a lender andif they are assigned to a lender the checkbox will be grayed out. Ifthey are not assigned to a lender, the user can select the appropriatecontract(s) and request that DealerTrack “paper out” those contracts onthe dealer's behalf. A pop up box will be presented to the dealer toensure they are aware that if they continue with the export process, theelectronic original (authoritative copy) will be destroyed. The screendisplay will provide details on the following: Header Section Field TypeDescription Date System MM/DD/YYYY Customer Name List List of CustomersNames Contracts Hyperlink Copy link to contract for viewing/printingpurposes Request Export Checkbox User identifies which accounts toExportHyperlink

Copy: Opens Adobe and brings up the fully executed pdf file for thedealer to view and print. Both the on screen version and the printedversion have a “copy” watermark.

Action Button Functionality

Submit Request to Export: Submits the request to DealerTrack to exportthe contracts to paper.

Screen Captures: See FIGS. 29-30

Lender User

Lender users will have permissions that will allow them to view a copy,view an original, view the registry and export contracts to cd, tape andpaper. Users will be able to print out copies and the respective copieswill be watermarked accordingly. If the user selects a contract orcontracts to be exported, DealerTrack will display a pop up dialogue boxto ensure that the user is aware that they are exporting the contractsand that the electronic version will be destroyed. Upon confirmation ofthe export dialogue box, DealerTrack will provide the user with aconfirmation screen indicating who exported the contracts, whichcontracts were exported, to what media and the date and time of theexport. Header Section Field Type Description Date System MM/DD/YYYYCustomer Name List List of Customers Names Contracts Hyperlinks Copy,Original, Registry Export Checkboxes User identifies which accounts toselect for exporting purposes Select Radio CD, Tape, Paper. User selectsthe media Buttons that they want the selected contracts exported toHyperlinks:

Copy: Opens Adobe and brings up the fully executed pdf file for thedealer to view. All viewed copies display a “copy” watermark. User canprint a copy from Adobe. All printed copies display a “copy” watermark.

Original: Opens Adobe and brings up the “original” fully executed pdffile for the dealer to view. All viewed originals display a “view oforiginal” watermark both on screen and in the printed version.

Registry: DealerTrack presents a formatted page listing the registryinformation for the user to view and/or print.

Action Button Functionality:

Export: sends a message to DealerTrack indicating which contracts (andmedia type) the lender wants DealerTrack to export.

Screen Captures: See FIGS. 31-33

Electronic Contracting and Securitization for the Automotive FinanceIndustry Overview

II. Summary

DealerTrack's eContracting solution marks the next step in thetransformation of the traditional automobile financing process. Thesolution allows dealers and financers to complete the entire contractingprocess electronically. Unlike the traditional paper-based financeprocess, which typically takes days or weeks from start to finish,DealerTrack's eContracting solution transfers data from the creditapplication to an online contract form, which is validated against afinancer's system to ensure accuracy. Once validated, dealers useelectronic signature pads to capture participants' signatures, and thenelectronically submit eContracts to financers. The solution enables adealer to receive same-day funding upon the financer's acceptance of allancillary documentation.

A. Benefits

The DealerTrack eContracting solution provides benefits to both dealersand financers.

Financer benefits include: Benefit How Improve processing efficiencieseContract data is automatically entered into a financer's processingsystem. Eliminate contract data errors Standard eContract forms performonline edit checks as the dealer enters data. Reduce manual interventionby a credit analyst Credit application and eContract data is verifiedprior to submission to financer. Lower cost of doing business Systematicverification of data by financer reduces the credit/documentationanalyst's review process. Improve customer service to dealers Thesolution reduces the number of returned contracts and improves responsetime. Generate incremental volume Dealers can book more business withfinancers on the system.

Dealer benefits include: Benefit How Improve customer Familiar signaturecapture device eases satisfaction customers into eContracting anddiscloses more information than paper process. Reducecontracts-in-transit Credit applications and eContracts are transmittedelectronically to financers for same day funding. Eliminate contractdata The solution automatically pre-fills errors eContracts with creditapplication and decision data. 24/7 access to contracts The solutionreduces paperwork and the waiting time for callbacks on funding status.Reduce shipping costs eContracts are transmitted electronically tofinancers so submission of original paper documents is no longerrequired.B. Product Capabilities

DealerTrack's eContracting solution provides dealers and financers witha true end-to-end electronic process. From credit application submissionto contracting, the process is entirely electronic. The financers canalso securitize the eContracts in accordance with the requirements of:

-   -   Uniform Electronic Transactions Act (UETA)    -   Federal Electronic Signatures in Global and National Commerce        Act (E-SIGN)    -   Revised Uniform Commercial Code Article 9 on Secured        Transactions (Revised Article 9)

The eContracting process is as follows:

Fulfillment/Installation

In order to participate in the DealerTrack platform, a dealer must dobusiness with at least one financer who participates electronically onthe DealerTrack platform. Once enrolled on the DealerTrack platform, adealer may subscribe to the DealerTrack eContracting solution. Anauthorized user within the dealership is required to complete thesubscription process. DealerTrack automatically assigns eContractingpermissions to a Dealer Information Owner (DIO). The DIO is anauthorized user who has the ability to add, delete and modify useraccess to the DealerTrack platform. The DIO can utilize the ProductSubscription functionality to obtain detailed information about theeContracting solution and enroll online.

The dealer's subscription is processed and the electronic signaturepad(s) are ordered on behalf of the dealership. Upon receipt of thesignature pad and supporting software, the dealer completes theself-installation.

Data Entry and Verification

DealerTrack's eContracting solution provides a dealer with thecapability to complete the application/contract process completelyonline. The solution allows a dealer to enter contract specific data byincorporating the application data, as well as the approval/counterofferdata as determined by the financer. The DealerTrack software applicationperforms generic edit checks to ensure that all required data is enteredprior to submitting to a financer for review. The data is submitted tothe financer via a DealerTrack-defined eXtensible Markup Language (XML)¹message, which updates the financer's origination system. The financervalidates that the contract data matches its decision parameters.¹ Extensible Markup Language—is a pared down version of the StandardGeneralized Markup Language, SGML, designed specifically for Webdocuments. It enables designers to create their own customized tags toprovide functionality not available with Hypertext Markup Language,HTML. XML enables servers attached to the web to communicate structuredexchanges of data to each other.

eContract Creation and Signature Capture

DealerTrack merges the validated data with the state-specific eContract.Prior to signing, the system requires that the eContract, with itsintegrated disclosures, be printed and presented to the customer forreview. Upon satisfactory review of the eContract, the dealer obtainsthe customer(s) signatures using an electronic signature pad. Thesignatures are captured, stored and bound to the contract in Adobe'sPortable Document Format (PDF)². The eContract, including the embeddedgraphic signatures, is displayed to the dealer and printed for thecustomer. An eContract cannot be submitted to a financer until allsignatures have been captured.² Portable Document Format—is the file format for documents viewed andcreated by Adobe's Acrobat Reader, Capture, Distiller, Exchange and theAcrobat Amber Plug-in for Netscape Navigator.

Financer Review and Funding

Once all signatures are captured, the dealer submits the contract andits associated data to the financer for review. The financer updates itsorigination system and reviews the eContract. The dealer faxes allancillary documents required to fund the deal. Upon successful review ofthe eContract and ancillary documentation, the financer books theeContract and notifies the dealer that the contract is authorized forfunding.

Transfer of Control and Ownership Record³³ Ownership record—is the historical trail of ownership changes. Theownership record is created when a fully executed eContract is stored inthe DealerTrack eVault. It tracks all transfers of ownership as well asother transactions such as terminations, export to financer (vault),export to financer (send), payoffs and charge-offs.

DealerTrack's system automatically updates the ownership record toreflect the transfer of control from the dealer to the financer. Theownership record reflects all transfers of control until the eContractis removed from the DealerTrack system. The financer has two options forstoring purchased contracts during the transaction lifecycle. eContractscan be stored in the DealerTrack-hosted vault (DealerTrack eVault™) in afinancer's exclusive segment. Alternatively, purchased contracts may betransferred directly to the financer's system using a vault-to-vaulttransfer.

DealerTrack eVault

A financer maintains full control over the eContracts stored in theDealerTrack eVault, as if they were in its proprietary system. Using theeVault, a financer is able to access its eContracts using a graphicaluser interface (GUI). The interface provides a financer with thefollowing eContracting capabilities:

-   -   Searching    -   Sorting    -   Viewing    -   Printing    -   Creating securitization pools    -   Transferring ownership    -   Exporting

In addition to the user interface, a financer is able to manageeContracts through an interactive programming interface between theirrespective servicing system and DealerTrack. All contract management iscommunicated to DealerTrack via messaging and an Application ProgrammingInterface⁴ (API).⁴ Application Programming Interface—is a set of definitions of the waysin which one application can communicate with another.

C. Legal Framework

1. Background

The automobile finance industry has long relied on paper documents tomemorialize agreements, both with the consumer and the parties to thefinancing. The laws regulating automobile financing have historicallyrequired that retail installment sales contracts be in writing to beenforceable. In addition, the contracts had to be signed. As the use ofelectronic commerce and the drive to eliminate paper documentation hasspread, state and federal lawmakers have reviewed and rethought theserequirements. Both state and federal law now accommodate the use ofelectronic records and signatures in retail installment sales contracts.

In 1999, the National Conference of Commissioners on Uniform State Laws(NCCUSL) promulgated UETA. UETA establishes a set of uniform rules forelectronic equivalents of writings and signatures in most businesstransactions, including consumer automobile financing. To date, UETA hasbeen adopted in some form in 40 states plus the District of Columbia. In2000 the president signed E-SIGN. It adopts most, of the significantrules of UETA and uses those rules to create a federal “baseline” foracceptance of electronic records and signatures under federal law, andunder state law in states that have not adopted UETA.

NCCUSL also completed work on Revised Article 9 of the UniformCommercial Code (UCC) in 1999. Revised Article 9 governs transactionswhere a security interest is taken in personal property, such as anautomobile. Revised Article 9, now adopted in all 50 states and theDistrict of Columbia, authorizes the use of electronic records andsignatures to create enforceable security agreements. This is importantbecause retail installment sales contracts usually contain a securityagreement as part of the contract, granting a security interest in theautomobile to secure payment of the contract.

Revised Article 9 also creates special rules for perfecting an ownershipinterest in an electronic retail installment sales contract. Thesespecial rules are necessary because the old rules assumed that thecontract was on paper, and gave a person who had physical possession ofthe paper important rights. Physical delivery of the original retailinstallment sales contract to the transferee was almost absolute proofof the transferee's right to enforce the underlying payment obligation.The transferee possessing the paper did not have to worry that a thirdparty, such as another financer, would claim to own an interest in thecontract or a right to enforce the underlying obligation.

It is not possible to give an individual person physical “possession” ofan electronic record in the manner of a paper record. So, in order tomake an electronic retail installment sales contract commerciallyacceptable, it was necessary to create new rules in Revised Article 9that give the purchaser of the eContract the same rights given to thepurchaser of a paper contract through the use of “control” of theeContract rather than physical possession of it.

2. New Rules

The basic rules under UETA, E-SIGN and Revised Article 9 that are mostimportant for electronic retail installment sales contracts are:

-   -   The eContract may be created and stored in electronic form, so        long as the customer signing the eContract agrees and receives a        copy of the eContract to keep;    -   The eContract may be signed using an electronic signature; and    -   A purchaser of the eContract can have all the same special        rights as the purchaser of a paper contract as long as certain        special requirements are met for creating and storing an        “authoritative copy” of the eContract and keeping track of        transfers of ownership.

An “electronic signature” under UETA and E-SIGN is an “electronic sound,symbol, or process attached to or logically associated with a record andexecuted or adopted by a person with the intent to sign the record.” Adigitized hand-written signature is included within this definition.Revised Article 9 uses a different definition, but also recognizes adigitized handwritten signature as a method for signing an electronicsecurity agreement.

Revised Article 9's special requirements for creating, storing andtransferring an ownership interest in the eContract are:

-   -   Once the eContract is signed, there is always a single        authoritative copy of the eContract that can be identified and        distinguished from all other copies of the eContract;    -   After being signed, the authoritative copy must be unalterable        without the alteration being detected and identified as either        an authorized or unauthorized change;    -   The authoritative copy in some way provides a way to identify        the person in “control” of the record (meaning the person        entitled to transfer an ownership interest);    -   The authoritative copy is transmitted to and maintained by        either the person in control or someone acting as a custodian        for that person; and    -   Control can only be transferred with the approval of the person        already in control.        3. DealerTrack's eContracting Solution

DealerTrack's eContracting solution takes advantage of these new lawsand facilitates the creation, management, execution, and transfer ofownership of electronic retail installment sales contracts.

The standardized electronic retail installment sales contracts used byparticipating financers include the customer's agreement to useelectronic records and signatures to create the contract. This satisfiesthe requirement that the customer agree to the use of electronic recordsand signatures.

The customer's handwritten signature is captured on an electronicsignature pad and added to the electronic record as a graphic. Thisprocedure complies with the requirements under the new laws for creationof an electronic signature.

A paper copy of the completed, signed eContract is printed out at thetime of signing for the dealer to deliver to the customer. Thissatisfies the requirement that the customer receives a copy of theeContract to keep.

DealerTrack's document management system provides controls to addressthe special requirements that must be met for transfers of ownership. Inparticular, the DealerTrack eContracting solution keeps the eContractsecure from unauthorized changes, and provides a secure method fortracking transfers of ownership interests in the eContract. Once all thesignatures are captured, the signatures are securely bound to theeContract using signature capture/binding software, which results increation of the “authoritative copy” required by Revised Article 9. Theauthoritative copy of each fully executed eContract is stored in theDealerTrack eVault.

The ownership record entry created within the vault structure initiallylists the dealer as the owner of the contract. The eContracts andsignatures are authenticated by the eOriginal eCore™ Business Suitesoftware and placed into the DealerTrack eVault with an additionaldigital signature to further secure the document. The system ensuresthat the authoritative copy is not tampered with in any way and tracksall revisions and modifications to the eContract as such within theownership record. Upon a transfer of ownership of the authoritative copyof the eContract, the transferee is listed as the owner of the eContractwith full ownership rights and the ability to grant permissionsregarding the eContract. This process meets the requirements of RevisedArticle 9 for “control” of the eContract.

4. Disclosures

E-SIGN and some states adopting UETA have created special rules fordelivering disclosures and notices to customers electronically. However,these rules only apply if the disclosures are delivered in electronicform. DealerTrack's eContracting solution provides the dealer with papercopies of the disclosures to give to the customer, both before and afterthe eContract is signed. The customer gets exactly the same disclosuresand notices as before, in exactly the same format: paper.

E. Evolution of eContracting in the Automotive Finance Industry

The automotive finance industry is taking a leadership role in theevolution of electronic documents and digital signature technology. Themortgage industry has laid a foundation for electronic contracting andsecuritization for the automotive finance industry. A tremendous amountof due diligence has been completed regarding the E-SIGN laws and theacceptability/enforceability of electronic documents and digitalsignatures. Although there has been a significant amount of effort bythe mortgage industry participants, they have yet to push the industryto utilize electronic documentation from pilot mode into production. Theautomotive finance industry is forging ahead to full production mode foreContracting and securitization.

Through partnerships with major dealer management systems, DealerTrackwill support electronic ancillary documents that enable a trulypaperless process between the dealer and financer. The addition of othertypes of electronic chattel paper, such as balloon payment and leasecontracts, will further increase dealer and financer efficiencies.

Lastly, the industry may decide to pursue a broader goal of creating anational registry, whereby financers, investors and third partiesconduct transactions utilizing a common registry. Users can access thenational registry to view ownership of contracts and to initiate/confirmthe transfer (buy/sell) of ownership among parties within the network.DealerTrack's involvement in industry standards definition and openstandards-based architecture make it confident that the DealerTrackeVault and ownership record for eContracts are transferable andacceptable within a national registry. DealerTrack has the capability tointegrate with various third parties, e.g. investors, buyers, sellers,auditors. Potentially, DealerTrack envisions that its eContractingsolution could provide the basis for the national registry.

F. Conclusion

DealerTrack's eContracting solution provides the automotive financeindustry with the ability to create enforceable electronic retailinstallment sales contracts. As part of the solution, DealerTrack usesstandardized retail installment sales contracts created and maintainedby Hudson Cook, LLP to ensure compliance with federal and state laws.The eContracting process significantly reduces funding turnaround timeand shipping costs for dealers, while at the same time providessignificant productivity gains for financers.

The DealerTrack eVault provides participants with a secure storageenvironment that permits eContracts to be securitized in accordance withUETA, E-SIGN, and Revised Article 9. The system provides self-serviceadministration and robust management of contract portfolios, boththrough programmable interfaces and an easy-to-use web-basedapplication.

DealerTrack has retained independent counsel to provide a reasonedopinion on its eContracting solution for compliance with UETA, E-SIGNand Revised Article 9, including but not limited to:

-   -   System business processes    -   Electronic signature capture and binding    -   Storage and access to the eContracts

DealerTrack is transforming the automotive finance industry from a paperintensive environment to a more efficient electronic process.DealerTrack is committed to actively participate with all interestedparties to ensure the benefits of this transition are fully realized byall industry participants, e.g. dealers, financers, investors.

DealerTrack's eContracting solution provides the only mechanismavailable today for participants to perform fully electronic retailinstallment sales contract transactions.

III. Process Overview

DealerTrack has taken the initiative to develop an eContracting solutionthat facilitates compliance by a financer with the applicablerequirements of UETA, E-SIGN and Revised Article 9. This sectiondescribes the process for creating, signing, transferring and storingeContracts.

DealerTrack's eContracting solution currently supports retailinstallment sales contracts and will be expanded to support balloonpayment and lease contracts. The eContract is created entirely onlineand no paper retail installment sales contract needs to be sent to afinancer. The eContract is executed by obtaining signatures via anelectronic signature pad. The eContracting functionality is designed tosupport either:

-   -   A Standard process, which is used when an application has either        an “approval” or a “counter-offer” credit decision from the        financer    -   A Spot/Bypass process, which is used when the application is in        a “pending” status and has not yet received a credit decision        A. Process Flowchart

FIG. 1 indicates the eContracting process from application submission tothe funding of the eContract.

The sections below describe the eContracting process, systemfunctionality and system rules. Upon request, DealerTrack can provideadditional functional detail regarding the processes described below.

B. Contract Creation and Management

This section describes the eContracting process from applicationsubmission to storage of the eContract within the DealerTrack eVault.

1. Credit Application Submission

DealerTrack's credit application product is widely used throughout theautomotive finance industry, currently processing over 1.5 millionapplications per month. Even if a dealer does not submit a creditapplication through the DealerTrack platform, it can still utilize theDealerTrack eContracting solution if the financer transmits the creditapplication and decision to the dealer via DealerTrack.

The DealerTrack platform provides a dealer with a standard creditapplication form to collect customer, financial and collateralinformation. FIG. 2 illustrates a portion of the form used to collectthe required information.

Once the information has been collected, it is packaged using theDealerTrack-defined XML data format and transmitted to the financer'ssystem for a credit decision. If the credit decision returned (FIG. 3)by the financer is either an “approved” or “counter-offer,” then thedealer can proceed with the Standard process for eContracting.Similarly, if the credit decision is “pending” the dealer can utilizethe Spot/Bypass process for eContracting. A “pending” credit decisionoccurs most commonly when the credit application requires review by acredit analyst.

2. eContracting Data Entry

To begin the eContracting process, the dealer accesses the contract dataentry form from the application status detail screen (FIG. 4).

DealerTrack has created a set of state-specific standard contract dataentry forms (FIG. 5) that are designed to capture all necessaryinformation to create the eContract. All application and approval datais pre-populated into the contract data entry form. In the Spot/Bypassprocess only the application data is pre-populated. The remaining fieldsare to be completed by the dealer.

The DealerTrack platform prevents the dealer from preparing multiplecontracts for the same customer. In the event a contract is modified orcancelled, the system automatically returns the dealer to theappropriate eContracting starting point.

The contract data entry form has built-in validation capabilities thatensure the completeness and accuracy of the eContract. The validationcriteria includes:

-   -   Automatically generating the Co-Signor Notice    -   Ensuring that all mandatory data fields are complete    -   Validating that the customer interest rate is capped at the        maximum allowable by applicable state usury laws    -   Verifying that the first payment date is between 19-51 days of        the note date    -   Providing GAP information in applicable states    -   Verifying the monthly payment calculation

The form also provides the dealer with the financer's “Approved Amount”and calculates the “Total of Payments.” DealerTrack's eContractingsolution provides dealers and financers with many other value-addedcapabilities, such as:

-   -   The automatic notification of errors on the contract data entry        form    -   The ability to limit the types of applications eligible for the        eContracting solution (e.g. an application related to a prior        application)    -   A notification from the financer to the dealer if the        application is ineligible to be processed as an eContract        3. Submit to Financer for Verification/Continue

For previously approved or counter-offered applications, the dealersubmits the eContract data to the financer for verification. TheeContract data is packaged in the DealerTrack XML messaging format andtransferred through DealerTrack to the selected financer's applicationprocessing system. After submission, the solution disables the dealer'sability to change contract data while awaiting the financer's response.The communication that occurs between DealerTrack and the financer isreal-time and is presented to the dealer in the form of status changeson the “Contract Status” screen.

As the financer processes the eContract data, it transmits any errormessages identified for the dealer to address and resubmit. The systemhas the flexibility to accommodate multiple backend processes by thefinancer to support the verification of contract data entered by thedealer. Should any errors be identified, the financer notifies thedealer through DealerTrack. Once corrected, the dealer can resubmit thecontract data for verification. If no errors are found, but the terms ofthe eContract are not within the parameters of the approval or thefinancer's tolerances for booking the eContract are exceeded, thefinancer can reroute the deal to a credit or funding analyst for review.The financer updates the status within DealerTrack along with specificreasons, and the system is automatically updated to reflect the currentstatus.

If the contract data is verified, the financer transmits to DealerTrackthe Annual Percentage Rate (APR), Monthly Payment, and Finance Chargealong with the required documentation to be referenced on a bar-codedfax cover sheet. The system merges the eContract data and thefinancer-supplied data into the state-specific eContract template anddisplays it to the dealer for viewing and printing. At this point, thedealer is required to provide a paper copy to the customer for reviewprior to obtaining electronic signatures.

4. Print Review Copy

The next step in the process is a “forced” printing of a paper reviewcopy (FIG. 6) for the customer to address any state and federaldisclosure requirements. The forced print copy is presented to thecustomer in exactly the same manner as is currently performed in a paperenvironment. The printed copy indicates “Copy” as a watermark on eachpage, and the signature sections are blacked out to prevent the customerfrom applying a wet signature. The eContracting process is paused untilthe forced print is complete.

After printing the review copy, DealerTrack displays an overview page(FIG. 7) that contains instructions for the dealer and indicates thestatus of the eContracting process. The dealer is also provided theopportunity to “Cancel” or “Modify” the eContract, if requested by thecustomer. Modification requires the dealer to resubmit data to thefinancer for verification and also requires another forced print.

5. Obtaining Signatures

DealerTrack's eContracting solution provides the dealer with a screen tocapture the required signatures (FIG. 8). The screen displays therequired signature blocks for the buyer, co-buyer (if applicable), anddealer based on any products selected during the eContract creationprocess, e.g. warranty, credit life, accident and health insurance andGAP insurance. Each signature block contains language describing theassociated contractual requirement.

As the dealer guides the customer through the signature capture process,the dealer selects each signature block from the screen and thecorresponding language automatically appears on the electronic signaturepad. This process assures that the customer is presented the requiredlanguage, is aware of the required signatures, and has notice of eachsignature's purpose.

If there is a date requirement on the eContract for the signature, thesystem uses the date that the signature was bound to the eContract. Thesigner has the ability to recapture signatures as many times as desiredbefore securing to the eContract; however, once secured, the signaturecannot be deleted from the eContract.

The system requires the dealer to select each signature block and obtainthe appropriate signature(s) individually. The dealer repeats thisprocess until all customer and dealer signatures are obtained.Signatures cannot be cut-and-pasted across signature blocks. The systemdoes not allow the dealer to submit the contract to a financer forfunding review until all signatures are obtained (FIG. 9). Once allsignatures are obtained, the dealer is capable of submitting thecontract to a financer.

The system permits individual participants to sign eContracts atdifferent times, so long as all signatures for that participant areobtained. Partially signed eContracts are only stored for five days fromthe date the first signature is obtained by the dealer. If the eContractis not fully executed within the five days, the signatures are no longerretained and the dealer must get the customer to re-sign the eContract.Once the first signature is obtained, the eContract cannot be alteredwithout invalidating the signature(s). The system provides the dealerwith the option to print a copy of the customer-executed eContract forthe customer.

Once all the signatures are obtained, the system begins the electronicbinding process. Leveraging industry standard digital signature,encryption and hashing algorithms, the system generates an “approvaltoken,” that includes audit information and other related signer data.Once generated, the token is digitally signed, encrypted andprogrammatically embedded into the eContract—thereby creating aperpetual, unbreakable bond between the signer and financer.

Once embedding has taken place, the electronic signatures and relatedaudit trail cannot be deleted or removed from the eContract. Regardlessof whether the document is transmitted or archived, the electronicsignatures remain part of the authoritative copy. The system insertssignatures into the eContract without corrupting or altering theusability of the file. If the document content is modified followingsigning, the signatures within the eContract are visibly invalidated.Authenticity of the document content, related approvals and audit trailcan be verified at any time.

6. Storing the Authoritative Copy

Once the signatures have been embedded into the eContract, the systemautomatically submits the eContract to the DealerTrack eVault. Thesubmission is initiated by creating a session, referred to as thesecurity context, with the eVault on behalf of a dealer agent account.The dealer agent account comprises a single user and an associateddigital certificate. The session security context enables the vault toverify the dealer's right to submit the eContract.

When the eVault is presented with an eContract, the system initiates aseries of steps that result in a persistent authoritative copy. FIG. 10depicts the process used by the vault to create the closed, trustedenvironment necessary for storing eContracts.

As mentioned earlier, the vault uses the user session security contextto determine the user's rights in the eVault. Dealers are provided theability to submit new eContracts to the system for storage and initiatetransfer to financers. Financer's rights include the ability to assumecontrol of eContracts from a dealer, view an eContract, request a papercopy, or request an export. DealerTrack's eContracting solution managesthese rights through the administration tools described in section onaccess security.

Once the user's ability to access the eVault has been validated, thesystem verifies the digital certificate of the dealer agent used to bindthe holographic signatures to the PDF contract. This is accomplishedthrough a real-time connection to the certificate authority⁵ (CA), usingthe online certificate status protocol (OCSP). The system is capable ofverifying digital certificates from multiple CA's. However, DealerTrackrecommends that a financer obtain RSA Keon certificates from a preferredprovider.⁵ Certificate Authority (CA)—is a trusted third-party organization orcompany that issues digital certificates used to create digitalsignatures and public-private key pairs.

After the system establishes that the dealer agent certificate is valid,it must ensure the integrity of the eContract. This is done by using thepublic key in the signed eContract to generate a new hash⁶ of thedocument for comparison purposes. If the eContract has been altered atall, even a single character change, the hash comparison results in afailure and the eContract is returned to the system exception handlingprocess.⁶ Hash—is the result obtained by subjecting a set of data to analgorithm for purposes of checking the data at the time the algorithm isapplied.

Once the system verifies the dealer's ability to submit the eContract,the digital certificate and the integrity of the eContract, it is readyto store the eContract in the eVault. The eVault has also been assigneda digital certificate, which is used to seal the eContract prior tostorage in the eVault. The eVault utilizes a trusted time source togenerate a date/time stamp that is embedded in the vault-signedeContract. This enables the eVault to clearly identify the time at whichcontrol of the eContract is assumed.

The time-stamped and sealed authoritative copy is stored in the eVault,whereby it is placed in a database table. The eVault continues tomonitor the integrity of the eContract over time, using a series ofbackground processes that run automatically on a defined schedule.Access to the authoritative copy is limited by the permissions definedin the system. The eVault ensures that the financer requests to view theauthoritative copy contain the appropriate watermark overlays. Thesystem also enables a dealer to view copies of their eContracts for alimited period of time. Access to dealer unassigned eContracts iscontrolled by the eVault permissions.

Each financer maintains strict access control over all eContractscontained its exclusive segment of the eVault. The permissions definedby the DealerTrack administration system are used to limit access to theeContracts, as well as ensure the integrity of the documents over time.

7. Creation of the Ownership Record

An internal ownership record is created for all eContracts submitted tothe DealerTrack eVault. The ownership record begins with the initialdeposit into the eVault by the dealer, and continues through thetransfer of control to the financer, as well as each subsequent transferof control. The ownership record also contains transactional informationfor:

-   -   Termination of an eContract    -   Export of an eContract    -   Customer Payoff    -   Financer Charge-Off

In this way, a complete transactional history of the transfers ofcontrol is maintained for the term of the eContract plus seven years.

The ownership record is transferable and may be transmitted with theeContract if the transferee has the requisite software. The ownershiprecord is only accessible to authorized users of the owning organizationthrough the DealerTrack system. FIG. 11 contains a description of theinformation currently captured in the ownership record.

8. Creation of the Audit Log

In addition to the ownership record, the system provides financers withan audit log for each eContract submitted to the DealerTrack eVault. Theaudit log includes events performed on eContracts, such as:

-   -   Viewing    -   Printing    -   Exporting    -   Payoffs    -   Charge-offs    -   Terminations

The audit log captures many data fields relevant to the event, such asthe digital signature/certificate information of the transferor andtransferee, user identification information and a date and time stamp.

Access to the audit log is a separate permission within the useradministration function and is administered by the financer. The auditlog permission can be assigned to users within the financer'sorganization or to a third party, e.g. an outside accounting firm, asdesignated by the financer.

9. Submit to Financer for Funding

Once a fully-executed copy of the eContract has been created, theDealerTrack system generates a second “forced” print of thefully-executed copy of the eContract and a deal-specific bar-coded faxcover sheet (FIG. 12). The bar-coded fax cover sheet includes the barcode, customer information, financer reference number and documentationrequired to fund the deal. The bar code is used by the financer'simaging system to associate the ancillary documentation to the eContractrecord.

The second forced print enables the dealer to satisfy any applicablestate law requirement that the executed agreement be delivered to thecustomer.

At the financer's option, the contract data is packaged in theDealerTrack XML format and transmitted to the financer (FIG. 13) alongwith a non-authoritative or flattened⁷ copy of the eContract. The dealerreviews the fax cover sheet (bar-coded), obtains all ancillarydocuments, and faxes those documents to the financer. The financer's faxserver may forward the documentation to their imaging system,referencing the bar code to match it to the previously submittedeContract.⁷ Flattened—a non-authoritative copy of the PDF eContract, withappropriate watermark overlays.

In the case where a dealer is utilizing the Spot/Bypass process, theDealerTrack system still forces a second printout of the eContract forthe customer. Following the second forced print, the dealer is ablesubmit the eContract to financers who have responded with an approval orcounter-offer credit decision (FIG. 14).

Upon entering the financer selection screen (FIG. 15), the dealer islimited to submission to a single financer. The dealer is required tocompare the credit application data to the eContract data to determineif the eContract is within the financer's decision parameters.

The user interface identifies the fields in the contract that do notmatch the decision parameters (FIG. 16). If within bounds, the dealersubmits the eContract to the financer in the same manner as the Standardprocess described above.

10. Financer Review

Upon receipt of the eContract and ancillary documents, the financerinitiates the documentation review process. The financer transmits tothe dealer via the DealerTrack system, toe result of the review process,e.g. booked, pending does, etc. When necessary, the financer has theability to send comments to the dealer itemizing the missingdocumentation.

At any period during the funding process and for thirty days followingthe initial submission, the dealer and financer can each requestadditional print copies of the fax cover sheet and non-authoritativeeContract. As required, all printed copies of the eContract contain theappropriate watermark overlay. In either the Standard or Spot/Bypassprocess, when the financer rejects the deal the dealer is provided withthe ability to select another financer to submit for funding.

DealerTrack requests a financer to provide the dealer with priorityservice, e.g. same day funding, when all eContract and ancillarydocuments are received within the financer-specified timeframe. Thisfeature assures the dealer that a financer reviews the contract andancillary documentation in order to fund the dealer the same day.

11. Transfer of Control

Once the financer has agreed to book the eContract, the solutionsupports two options for transferring control of the authoritative copyto the financer (FIG. 17). The options are:

-   -   Financer utilizes the DealerTrack eVault    -   Financer utilizes its own secured storage solution

When utilizing the eVault, the financer is allocated an exclusivesegment to store their eContracts. The ownership record is automaticallytransferred during the transfer of control event. In the case of afinancer secured storage solution, the eContract is exported from theeVault and transmitted to the financer. This process offers theflexibility of including or excluding the ownership record with theeContract package.

In either scenario, a multi-step protocol is used to facilitate thetransfer of control. This process begins with the dealer initiating thetransfer, the financer confirming receipt and the dealer acknowledgingthe confirmation of receipt. It is important to note that only theorganization with control can initiate the transfer of an eContract toanother party. Every transfer of control is entered into the ownershiprecord for the eContract.

The eVault manages documents within a container transaction thatincludes the documents, ownership record, and user access rights. Thebuyer initiates the process by requesting the transfer of control. Thefirst transfer of an eContract is from the dealer to the financer. Thetransfer is initiated after the financer has reviewed and accepted thecontract from the dealer.

Once the financer acknowledgment has been received, the system createsan escrow account for the transfer. This also causes the documentscontained in the dealer's transaction to be frozen. The escrowtransaction operates as a temporary, neutral holding container for thedocuments and the final record of transfer (FROT)⁸. The dealer agentdigitally signs the FROT.⁸Final Record of Transfer—The FROT is an XML document that containsinformation about the dealer, financer, documents involved in thetransfer and their associated ownership records.

The financer system initiates the creation of the financer-ownedtransaction. Both parties then confirm the transfer, and the documentsare transitioned from the escrow transaction to the financer's newtransaction. The dealer-signed FROT is also placed in the financer'stransaction. The escrow transaction is then destroyed, and the systemleaves a non-authoritative copy of the eContract in the dealertransaction. The system also places a financer-signed version of theFROT in the dealer transaction.

Financers with the desire to provide their own secured storage solutioncontinue to utilize the standard transfer of control mechanisms withinthe eVault. Once control of the eContract has successfully transitionedto the financer, the system packages the eContract for a vault-to-vaulttransfer to the financer-hosted facility.

12. Financer eContract Management

Once the financer has assumed control of an eContract within theDealerTrack eVault, there are two options of management (FIG. 18):

-   -   Direct communication from the financer's servicing system    -   Online through the Dealer/Track web-based interface

Each of the options provides the financer with a unique manner in whichto interact with the eVault, and different benefits. The directcommunication link enables a financer to extend their existing servicingsystem capabilities to manage eContracts by interfacing with the vaultusing the DealerTrack-defined XML messaging interface. This allowsfinancer personnel to continue to use their existing systems withminimal interruption. Direct connection enables rapid integration withminimal impact to the financer's systems.

The online web interface provides a financer with a robust applicationto manage eContracts stored in the eVault. Financer personnel withpermissions to access the vault through the web application are able to:

-   -   Search for eContracts based on a variety of criteria (e.g. loan        term, loan value, origination date, APR)    -   View and print the ownership record, audit log, and copies of        PDF files    -   Create pools to bundle and securitize eContracts    -   Manage securitization pools (e.g. assign or reassign of        eContracts)    -   Export eContracts to paper or electronic media

Regardless of which option the financer chooses to interact with thesystem, access is limited to only those eContracts stored in itsexclusive segment.

13. Pooling eContracts for Securitization

Once an eContract has been transferred from the dealer to the financer,the financer is provided with the ability to securitize the eContractinto the secondary market. The system provides a financer with theability to pool, or bundle, eContracts for securitization to affiliateorganizations or third parties.

The financer submits a pool request to the system from their servicingsystem or through the online web-based interface. The request totransfer the eContracts to the pool is processed by the system. Therequest consists of a collection of financer loan identifiers, which aremaintained by DealerTrack in a cross-reference field on theireContracts. The system creates a new pool that contains all theeContracts identified in the request and initiates a transfer of controlon behalf of the financer to the appropriately identified buyer. Thebuyer, who is typically a special purpose vehicle set up by thesponsoring financer, is identified as the new owner in the ownershiprecord and each subsequent transfer of control is also reflected in theownership record.

There is no limit to the number of transfers that are tracked in theownership record. In order to facilitate the transfer process, anauthorized financer user has the capability to create affiliateorganizations within the eVault. These affiliates are issued their owndigital certificate, which the ownership record uses in the transferprocess. The sale to a third party is reflected in the ownership recordand the third party has the ability to access those eContracts viadirect communication or the online web-based interface.

14. Export

The export process, which enables the transfer of eContactselectronically or to paper, is available to both dealers and financers.DealerTrack completes the process on behalf of the dealer or financer.By requesting the export, the requester is granting DealerTrack with theagency authority to perform the export. DealerTrack ensures that theeContract has been exported successfully prior to destroying theauthoritative copy. The exported eContract is mailed to the requestor,with a required acknowledgment receipt.

The system is designed to export the authoritative copy whilemaintaining its authenticity, regardless of the media to which it isbeing exported. DealerTrack stores a non-authoritative copy of theexported eContract for backup purposes and destroys the authoritativecopy upon confirmation that the eContract has been successfullyexported. In addition, DealerTrack updates the ownership record toreflect that the export process has taken place and captures the nameand user id of the individual who initiated the export.

C. Access Security

DealerTrack's user administration function allows dealers and financersto manage their respective users and to assign available permissions tousers. Each organization participating on the DealerTrack system mustidentify a security administrator. The role of the organizationdetermines the type of administrator assigned:

-   -   Dealers—Dealer Information Owner (DIO)    -   Financers—Lender Information Owner (LIO)        1. Dealer—User Administration

DIOs are provided the ability to grant four levels of eContractingaccess permissions. These access permissions are:

-   -   Preparation—the ability to enter eContract data, submit        eContract data to financers, access eContract statuses, print        draft and final copies of eContracts    -   Signature Capture—the ability to obtain the required customer        and dealer signatures, and submit the fully executed eContract        to a financer for review/funding    -   Spot Delivery⁹—the ability to enter eContract data and create        the eContract PDF file        ⁹ Spot Delivery—is the Spot/Bypass process defined earlier that        allows a dealer to generate and execute an eContract without        prior credit approval from a financer.    -   eVault—the ability to access unassigned eContracts, request an        export, and terminate eContracts

FIG. 19 depicts the screen for assigning and managing a dealer's userpermissions.

2. Financer—User Administration

LIOs are provided the ability to grant six levels of eContracting accesspermissions. These access permissions are:

-   -   eContracts—the ability to access their portfolio of eContracts    -   Ownership Record—the ability to access ownership records and        historical trail of ownership for eContracts    -   Create Pools and Transfer Ownership—the ability to pool and        initiate securitization of eContracts    -   Export—the ability to request export of eContracts        electronically or on paper    -   Create Affiliates/SPVs—the ability to dynamically create        affiliate organizations, e.g. Financer A-Trust A, in order to        facilitate the securitization of eContracts: the process        includes a request to the CA to create a digital certificate for        the affiliate    -   Audit Log—the ability to provide internal and external auditors'        access to relevant eContract data, e.g. ownership record,        digital certificate information

FIG. 20 depicts the screen for assigning and managing a financer's userpermissions.

IV. Technology Overview

A. Infrastructure

The DealerTrack architecture is fully scalable and designed for highavailability and reliability. An N-tier¹⁰ logical design is utilized formaximum flexibility. The infrastructure is externally hosted andconsists of a production site on the East Coast and disaster recoverysite on the West Coast. The production site is fully redundant with nosingle point of failure.¹⁰ N-tier—is an application that is distributed into separate softwarelayers (e.g. presentation, business logic and database).

Intel and Unix servers comprise the DealerTrack processing platform.Servers have Redundant Array of Inexpensive Disks—Level 5¹¹ (RAID-5)storage arrays and multiple processors, and are clustered for maximumavailability.¹¹ Redundant Array of Inexpensive (or Independent) Disks (RAID)—is acollection of drives, which collaboratively act as a single storagesystem. The RAID can tolerate the failure of a drive without losing dataand can operate independently of each other.

DealerTrack uses a pair of hardware load balancers configured forautomatic fail-over to distribute transaction traffic across its webserver farm. The load balancers also perform secure sockets layer(SSL)¹² encryption and decryption using hardware acceleration.Web/application servers can be rotated in and out of service while thesite is operating without affecting user sessions.¹² Secure sockets layer (SSL)—is a transaction security standard thatprovides data encryption, server authentication, and message integrity.SSL is generally used on sites that want to keep information private.

The software architecture consists of separate layers for presentation,application processing, and database processing, allowing for maximumflexibility, extensibility, scalability, and ease of development.Object-oriented component development with a separate Hypertext MarkupLanguage (HTML)¹³ presentation layer is used in the web/application tierto support extensibility and performance. Asynchronous processing andmessage queuing are used throughout the middle tier to enhancescalability and reliability. Stored procedures and transactions withautomatic rollback are used in the database to maximize performance anddata integrity.¹³ Hypertext markup language (HTML)—the encoding language used byInternet browsers to display text, images and links.

1. Hosting

Both sites are externally hosted in world-class modern facilities thathave comprehensive physical security controls such as:

-   -   HVAC temperature control systems with separate cooling zones    -   Seismically braced racks    -   Advanced smoke detection and fire suppression systems    -   24/7 secured access with motion sensors, video camera        surveillance, and security breach alarms    -   Raised floors    -   Redundant network of multiple fiber trunks from multiple sources    -   Redundant power on premises    -   Multiple backup generators

DealerTrack personnel provide “managed services” for networking,hardware and software monitoring and maintenance. Both data centers havebeen independently audited and a SAS #70¹⁴ report is available.¹⁴ SAS #70—is an auditing standard designed to enable an independentauditor to evaluate and issue an opinion on a service organization'scontrols. The audit report (i.e. the service auditor's report) containsthe auditor's opinion, a description of the controls placed inoperation, and description of the auditor's tests of operatingeffectiveness.

2. Website Security

DealerTrack is implemented in a layered firewall environment. Allcommunications to and from the Internet are encrypted with 128-bit SSL.DealerTrack employs an intrusion detection system (IDS) operating bothexternally to the site (outside the firewall), as well as, internally onall Ethernet segments. Firewalls and IDS are both managed and monitored24/7, 365 days a year, by an independent security management company.

DealerTrack utilizes a commercial software solution for securelymanaging user access to all applications. All incoming traffic must beauthenticated before it is authorized to be passed on to theapplication. Once a user has been authorized, access control to specificfunctions within the site is performed by the application. DealerTrackhas a highly granular access control system, which includes the grantingand revocation of user permissions to functions on the site. A financeris granted security administration privileges to manage their users andaccess to their information. The security administrator cancreate/modify/delete users and assign specific privileges to individualsin order to match job responsibilities.

DealerTrack maintains and monitors logs of all activity on the site.

3. TruSecure Certification

DealerTrack has obtained certification from TruSecure Corporation, aleading industry security certification body. This certification programentails a comprehensive evaluation of DealerTrack's security program.The evaluation includes extensive testing of the website's perimeterdefenses. As a result of this process, recommendations are made andimplemented. The certification program requires continual monitoring andadherence to critical security policies and practices.

4. Database Backup

(a) Database Backup

The database environment consists of a two-node server cluster and twofiber attached storage arrays. Each storage array is attached to bothnodes of the cluster. The arrays are configured for RAID-5 and the datais mirrored across arrays. This configuration protects against data lossin the event that a disk or even the entire storage array is lost.

Database backup occurs on a nightly basis. A copy of the database isexported and transmitted over a secured virtual private network (VPN)¹⁵to the disaster recovery site where it is imported into a secureddatabase instance.¹⁵ Virtual Private Network (VPN)—is a network that is constructed byusing the public Internet as the medium for transporting data. A VPNuses encryption and other security mechanisms to ensure that the datatraveling across the network is kept private and secure.

(b) Database Backup (Scheduled for June, 2003)

DealerTrack is upgrading the current disk storage environment to aStorage Area Network (SAN)¹⁶. This new storage solution is highlyresilient and as in today's environment the storage array uses RAID-5for data protection. To improve disaster recovery capability,DealerTrack is implementing the real-time replication of data from theproduction site to the disaster recovery site in conjunction with thisproject. In addition, a nightly procedure is executed to backup thedatabase to tape. The data is encrypted before being written to tape. Abonded courier then transports the backup tapes to a secured offsitefacility for storage.¹⁶ Storage Area Network (SAN)— is a high-speed special-purposesub-network that interconnects different kinds of data storage deviceswith associated data servers.

(c) Database Recovery (DR)

In the unlikely event that data is lost, a point-in-time recoverymethodology is used to restore the data. Point-in-lime recovery restoresdata to a point prior to the loss or corruption by recovering the datafrom activity log files. If the data is unrecoverable using this method,a copy can be recreated from the DR database or, as a last resort, froma backup tape.

5. Partner Integration

Integration with financers is currently performed using XML encodedmessages. DealerTrack is a member of both STAR and AFSA and is committedto supporting published standards as they evolve in the automotivefinance industry. XML messages may be sent over a number of transportssuch as: HTTPS Post, Microsoft Message Queuing, IBM MQSeries and TCP/IP(Sockets).

CONCLUSION

Having now described exemplary embodiments of the present invention, itshould be apparent to those skilled in the art that the foregoing isillustrative only and not limiting, having been presented by way ofexample only. All the features disclosed in this specification(including any accompanying claims, abstract, and drawings) may bereplaced by alternative features serving the same purpose, andequivalents or similar purpose, unless expressly stated otherwise.Therefore, numerous other embodiments of the modifications thereof arecontemplated as falling within the scope of the present invention asdefined by the appended claims and equivalents thereto.

For example, the techniques described herein may be implemented inhardware or software, or a combination of the two. The techniques may beimplemented in computer programs executing on programmable computersthat each include a processor, a storage medium readable by theprocessor (including volatile and non-volatile memory and/or storageelements), at least one input device and one or more output devices.Program code is applied to data entered using the input device toperform the functions described and to generate output information. Theoutput information is applied to one or more output devices.

Each program may be implemented in a high level procedural or objectoriented programming language to communicate with a computer system,however, the programs can be implemented in assembly or machinelanguage, if desired. In any case, the language may be a compiled orinterpreted language.

Each such computer program is preferably stored on a storage medium ordevice (e.g., CD-ROM, hard disk or magnetic diskette) that is readableby a general or special purpose programmable computer for configuringand operating the computer when the storage medium or device is read bythe computer to perform the procedures described in this document. Thesystem may also be considered to be implemented as a computer-readablestorage medium, configured with a computer program, where the storagemedium so configured causes a computer to operate in a specific andpredefined manner. For illustrative purposes the present invention isembodied in the system/apparatus configuration, method of operation andproduct or computer-readable medium, such as carrier waves, floppydisks, conventional hard disks, CD-ROMS, Flash ROMS, nonvolatile ROM,RAM and any other equivalent computer memory device. It will beappreciated that the system, apparatus, method of operation and productmay vary as to the details of its configuration and operation withoutdeparting from the basic concepts disclosed herein.

1. An integrated electronic credit application, contracting andsecuritization system comprising: one or more funding sources; a creditapplication information entry and application routing system forproviding a credit application containing application information of anapplicant and for selectively forwarding said credit application to saidone or more funding sources for approval to provide an approved creditapplication; an eContracting system for interacting with said creditapplication information entry and application routing system to use atleast some of said application information from said approved creditapplication to provide an electronic contract between at least saidapplicant and a selected one of said funding sources; and an eDocumentstorage system for storing and retrieving said electronic contract andmaintaining the integrity of said at least some of said applicationinformation and electronic contract information contained thereinthereby providing irrevocable proof of the authenticity of saidelectronic contract.
 2. The integrated system as in claim 1 wherein saidcredit application information entry and application routing systemfurther comprises at least one application entry and display device andsaid eContracting system provides on said application entry and displaydevice an electronic contract form having at least one first data fieldcontaining at least a portion of said application information and atleast one second data field for entry of electronic contract informationby said applicant.
 3. The integrated system as in claim 2 wherein saidintegrated system further comprises a storage medium and saideContracting system further stores in said storage medium at least apartially completed electronic contract.
 4. The integrated system as inclaim 2 wherein said eContracting system further provides on said leastone application entry and display device tracking and status informationabout said electronic contract.
 5. The integrated system as in claim 2wherein said eContracting system forwards at least said electroniccontract information to said selected funding source for verificationpurposes and receives a funding source verification message from saidselected funding source.
 6. The integrated system as in claim 5 whereinsaid verification message comprises funding source edits.
 7. Theintegrated system as in claim 5 wherein said eContracting system furtherprevents access by said applicant to said electronic contractinformation until receipt of said funding source verification message.8. The integrated system as in claim 5 wherein said eContracting systemfurther provides said verification message on said at least oneapplication entry display device.
 9. The integrated system as in claim 2wherein said eContracting system provides on said on said at least oneapplication entry display device error information associated with theprocessing of said electronic contract.
 10. The integrated system as inclaim 2 wherein said integrated system further comprises at least oneelectronic signature device and wherein said eContracting systemcaptures an electronic signature of at least said applicant of saidelectronic contract using said electronic storage device.
 11. Theintegrated system as in claim 2 wherein said eContracting systemselectively forwards said electronic contract information to another ofsaid one or more funding sources for funding.
 12. The integrated systemas in claim 10 wherein said credit application information entry andapplication routing system flier comprises a printing device andwherein, prior to sending said electronic contract to said selectedfunding source for funding, said eContracting system force prints a copyof said electronic contract on said printer for said applicant toreview.
 13. The integrated system as in claim 2 wherein said integratedsystem comprises a second storage medium and wherein said eDocumentstorage system receives and stores in said second storage medium saidelectronic contract for a predefined period of time.
 14. The integratedsystem as in claim 13 wherein said second storage medium is a database.15. The integrated system as in claim 13 wherein said eDocument storagesystem retrieves said stored electronic contract from said secondstorage medium and displays said stored electronic contract having an“original” or “copy” designation on said at least one application entryand display device.
 16. The integrated system as in claim 15 whereinsaid eDocument storage system retrieves said stored electronic contractfrom said second storage medium and prints said stored electroniccontract having said “original” or “copy” designation on said printingdevice.
 17. The integrated system as in claim 13 wherein said eDocumentstorage system provides for at least one authorized user of saideDocument storage system and maintain in said second storage medium userpermissions data of said at least one authorized user.
 18. Theintegrated system as in claim 17 wherein said authorized user comprisesat least one party to said electronic contract.
 19. The integratedsystem as in claim 18 wherein said authorized user comprises an agent ofsaid at least one part to said electronic contract.
 20. The integratedsystem as in claim 13 wherein said eDocument storage system tracks andstores in said second storage medium access and usage information aboutsaid eDocument storage system.
 21. The integrated system as in claim 13wherein said integrated system comprises a registry and said eDocumentstorage system stores electronic contract ownership information in saidregistry.
 22. The integrated system as in claim 21 wherein saideDocument storage system displays said registry on said at least oneapplication entry and display device.
 23. A method in an integratedelectronic credit application, contracting and securitization system,comprising the steps of: receiving credit application information of anapplicant; selectively forwarding said credit application to one or morefunding sources for approval to provide an approved credit application;processing electronic contract information and at least some of saidapplication information from said approved credit application to providean electronic contract between at least said applicant and a selectedone of said funding sources; and; storing and retrieving said electroniccontract and maintaining the integrity of said at least some of saidapplication information contained in the electronic contract therebyproviding irrevocable proof of the authenticity of said electroniccontract.
 24. The method as in claim 23 further comprising the step ofproviding on at least one application entry and display device anelectronic contract form having at least one first data field containingat least a portion of said application information and at least onesecond data field for entry of electronic contract information by saidapplicant.
 25. The method as in claim 24 further comprising the step ofstoring in a storage medium at least a partially completed electroniccontact.
 26. The method as in claim 24 further comprising the step ofproviding on said least one application entry and display devicetracking and status information about said electronic contract.
 27. Themethod as in claim 24 further comprising the step of forwarding at leastsaid electronic contract information to said selected funding source forverification purposes and receiving a funding source verificationmessage from said selected funding source.
 28. The method as in claim 27wherein said verification message comprises funding source edits. 29.The method as in claim 27 further comprising the step of preventingaccess to said electronic contract information by said applicant untilreceipt of said funding source verification message.
 30. The method asin claim 24 further composing the step of providing said verificationmessage on said at least one application entry display device.
 31. Themethod as in claim 24 further comprising the step of providing on saidon said at least one application entry display device error informationassociated with the processing of said electronic contract.
 32. Themethod as in claim 24 further comprising the step of capturing anelectronic signature of at least said applicant of said electroniccontract using an electronic signature device.
 33. The method as inclaim 24 further comprising the step of selectively forwarding saidelectronic contract information to another of said one or more fundingsources for funding.
 34. The method as in claim 24 further comprisingthe step of, prior to sending said electronic contract to said selectedfunding source for funding, printing a copy of said electronic contracton a printing device for said applicant to review.
 35. The method as inclaim 24 further comprising the steps of receiving and storing in asecond storage medium said electronic contract for a predefined periodof time.
 36. The method as in claim 35 wherein said second storagemedium is a database.
 37. The method as in claim 35 further comprisingthe steps of retrieving said stored electronic contract from said secondstorage medium and displaying said stored electronic contract having an“original” or “copy” designation on said at least one application entryand display device.
 38. The method as in claim 37 further comprising thestep of printing said stored electronic contract having said “original”or “copy” designation on said printing device.
 39. The method as inclaim 35 further comprising the steps of providing for at least oneauthorized user of said system and maintaining in said second storagemedium user permissions data of said at least one authorized user. 40.The method as in claim 39 wherein said authorized user comprises atleast one party to said electronic contract.
 41. The method as in claim39 wherein said authorized user comprises an agent of said at least oneparty to said electronic contract.
 42. The method as in claim 35 hercomprising the steps of monitoring access to said electronic contractstored in said storage medium.
 43. The method as in claim 35 furthercomprising the steps of providing and storing electronic contractownership information in a registry.
 44. The method as in claim 43further comprising the step of displaying said registry on said at leastone application entry and display device.
 45. A program storage devicereadable by a machine, tangibly embodying a program of instructionsexecutable by the machine to perform method steps for electronic creditapplication processing, contracting and securitizing, said method stepscomprising: receiving credit application information of an applicant;selectively forwarding said credit application to one or more fundingsources for approval to provide an approved credit application;processing electronic contract information and at least some of saidapplication information from said approved credit application to providean electronic contract between at least said applicant and a selectedone of said funding sources; and; storing and retrieving said electroniccontract and maintaining the integrity of said at least some of saidapplication information contained therein thereby providing irrevocableproof of the authenticity of said electronic contract.
 46. The programstorage device as in claim 45 wherein the method steps further compriseproviding on at least one application entry and display device anelectronic contract form having at least one first data field containingat least a portion of said application information and at least onesecond data field for entry of electronic contract information by saidapplicant.
 47. The program storage device as in claim 46 wherein themethod steps further comprise storing in a storage medium at least apartially completed electronic contract.
 48. The program storage deviceas in claim 46 wherein the method steps further comprise providing onsaid least one application entry and display device tracking and statusinformation about said electronic contract.
 49. The program storagedevice as in claim 46 wherein the method steps further compriseforwarding at least said electronic contract information to saidselected funding source for verification purposes and receiving afunding source verification message from said selected funding source.50. The program storage device as in claim 49 wherein said verificationmessage comprises funding source edits.
 51. The program storage deviceas in claim 49 further comprising preventing access to said electroniccontract information by said applicant until receipt of said fundingsource verification message.
 52. The program storage device as in claim49 wherein the method steps further comprise providing said verificationmessage on said at least one application entry display device.
 53. Theprogram storage device as in claim 46 wherein the method steps furthercomprise providing for at least one authorized user of said system andmaintaining in said second storage medium user permissions data of saidat least one authorized user.
 54. The program storage device as in claim46 wherein the method steps further comprise capturing an electronicsignature of at least said applicant of said electronic contract usingan electronic signature device.
 55. The program storage device as inclaim 46 wherein the method steps further comprise selectivelyforwarding said electronic contract information to another of said oneor more funding sources for funding.
 56. The program storage device asin claim 54 wherein the method steps further comprise the step of, priorto sending said electronic contract to said selected funding source forfunding, printing a copy of said electronic contract on a printingdevice for said applicant to review.
 57. The program storage device asin claim 46 wherein the method steps further comprise receiving andstoring in a second storage medium said electronic contract for apredefined period of time.
 58. The program storage device as in claim 57wherein said storage medium is a database.
 59. The program storagedevice as in claim 57 wherein the method steps further comprise thesteps of retrieving said stored electronic contract from said secondstorage medium and displaying said stored electronic contract having an“original” or “copy” designation on said at least one application entryand display device.
 60. The program storage device as in claim 59wherein the method steps further comprise the step of printing saidstored electronic contract having said “original” or “copy” designationon said printing device.
 61. The program storage device as in claim 57wherein the method steps further comprise the steps of providing andmaintaining in said second storage medium user permissions data of anauthorized user of said integrated system.
 62. The program storagedevice as in claim 61 wherein said authorized user comprises at leastone party to said electronic contract.
 63. The program storage device asin claim 62 wherein said authorized user comprises an agent of said atleast one party to said electronic contract.
 64. The program storagedevice as in claim 12 wherein the method steps further comprisemonitoring access to said electronic contract stored in said storagemedium.
 65. The program storage device as in claim 57 wherein the methodsteps further comprise the steps of providing and storing electroniccontract ownership information in a registry.
 66. The program storagedevice as in claim 65 wherein the method steps further comprise the stepof displaying said registry on said at least one application entry anddisplay device.